Dipeptidyl peptidase inhibitors

ABSTRACT

Compounds, pharmaceuticals, kits and methods are provided for use with DPP-IV inhibitors comprising Formula I:  
                 
wherein the substituents are as described herein.

RELATED APPLICATION

This application claims the benefit of U.S. Provisional Application No.60/501,458, filed Sep. 8, 2003, which is incorporated herein byreference.

FIELD OF THE INVENTION

The invention relates to compounds that may be used to inhibitdipeptidyl peptidases as well as compositions of matter and kitscomprising these compounds. The present invention also relates tomethods for inhibiting dipeptidyl peptidases as well as treatmentmethods using compounds according to the present invention.

DESCRIPTION OF RELATED ART

Dipeptidyl Peptidase IV (IUBMB Enzyme Nomenclature EC.3.4.14.5) is atype II membrane protein that has been referred to in the literature bya wide a variety of names including DPP4, DP4, DAP-IV, FAPβ, adenosinedeaminase complexing protein 2, adenosine deaminase binding protein(ADAbp), dipeptidyl aminopeptidase IV;Xaa-Pro-dipeptidyl-aminopeptidase; Gly-Pro naphthylamidase; postprolinedipeptidyl aminopeptidase IV; lymphocyte antigen CD26; glycoproteinGP110; dipeptidyl peptidase IV; glycylproline aminopeptidase;glycylproline aminopeptidase; X-prolyl dipeptidyl aminopeptidase; pep X;leukocyte antigen CD26; glycylprolyl dipeptidylaminopeptidase;dipeptidyl-peptide hydrolase; glycylprolyl aminopeptidase;dipeptidyl-aminopeptidase IV; DPP IV/CD26; amino acyl-prolyl dipeptidylaminopeptidase; T cell triggering molecule Tp103; X-PDAP. DipeptidylPeptidase IV is referred to herein as “DPP-IV.”

DPP-IV is a non-classical serine aminodipeptidase that removes Xaa-Prodipeptides from the amino terminus (N-terminus) of polypeptides andproteins. DPP-IV dependent slow release of dipeptides of the type X-Glyor X-Ser has also been reported for some naturally occurring peptides.

DPP-IV is constitutively expressed on epithelial and endothelial cellsof a variety of different tissues (intestine, liver, lung, kidney andplacenta), and is also found in body fluids. DPP-IV is also expressed oncirculating T-lymphocytes and has been shown to be synonymous with thecell-surface antigen, CD-26. DPP-IV has been implicated in a number ofdisease states, some of which are discussed below.

DPP-IV is responsible for the metabolic cleavage of certain endogenouspeptides (GLP-1 (7-36), glucagon) in vivo and has demonstratedproteolytic activity against a variety of other peptides (GHRH, NPY,GLP-2, VIP) in vitro.

GLP-1 (7-36) is a 29 amino-acid peptide derived by post-translationalprocessing of proglucagon in the small intestine. GLP-1 (7-36) hasmultiple actions in vivo including the stimulation of insulin secretion,inhibition of glucagon secretion, the promotion of satiety, and theslowing of gastric emptying. Based on its physiological profile, theactions of GLP-1 (7-36) are believed to be beneficial in the preventionand treatment of type II diabetes and potentially obesity. For example,exogenous administration of GLP-1 (7-36) (continuous infusion) indiabetic patients has been found to be efficacious in this patientpopulation. Unfortunately, GLP-1 (7-36) is degraded rapidly in vivo andhas been shown to have a short half-life in vivo (t1/2=1.5 minutes).

Based on a study of genetically bred DPP-IV knock out mice and on invivo/in vitro studies with selective DPP-IV inhibitors, DPP-IV has beenshown to be the primary degrading enzyme of GLP-1 (7-36) in vivo. GLP-1(7-36) is degraded by DPP-IV efficiently to GLP-1 (9-36), which has beenspeculated to act as a physiological antagonist to GLP-1 (7-36).Inhibiting DPP-IV in vivo is therefore believed to be useful forpotentiating endogenous levels of GLP-1 (7-36) and attenuating theformation of its antagonist GLP-1 (9-36). Thus, DPP-IV inhibitors arebelieved to be useful agents for the prevention, delay of progression,and/or treatment of conditions mediated by DPP-IV, in particulardiabetes and more particularly, type 2 diabetes mellitus, diabeticdislipidemia, conditions of impaired glucose tolerance (IGT), conditionsof impaired fasting plasma glucose (IFG), metabolic acidosis, ketosis,appetite regulation and obesity.

DPP-IV expression is increased in T-cells upon mitogenic or antigenicstimulation (Mattem, T., et al., Scand. J. Immunol., 1991, 33, 737). Ithas been reported that inhibitors of DPP-IV and antibodies to DPP-IVsuppress the proliferation of mitogen-stimulated and antigen-stimulatedT-cells in a dose-dependant manner (Schon, E., et al., Biol. Chem.,1991, 372, 305). Various other functions of T-lymphocytes such ascytokine production, IL-2 mediated cell proliferation and B-cell helperactivity have been shown to be dependent on DPP-IV activity (Schon, E.,et al., Scand. J. Immunol., 1989, 29, 127). DPP-IV inhibitors, based onboroProline, (Flentke, G. R., et al., Proc. Nat. Acad. Sci. USA,1991,88, 1556) although unstable, were effective at inhibitingantigen-induced lymphocyte proliferation and IL-2 production in murineCD4+ T-helper cells. Such boronic acid inhibitors have been shown tohave an effect in vivo in mice causing suppression of antibodyproduction induced by immune challenge (Kubota, T. et al., Clin. Exp.Immun., 1992,89, 192). The role of DPP-IV in regulating T lymphocyteactivation may also be attributed, in part, to its cell-surfaceassociation with the transmembrane phosphatase, CD45. DPP-IV inhibitorsor non-active site ligands may possibly disrupt the CD45-DPP-IVassociation. CD45 is known to be an integral component of the T-cellsignaling apparatus. It has been reported that DPP-IV is essential forthe penetration and infectivity of HIV-1 and HIV-2 viruses in CD4+T-cells (Wakselman, M., Nguyen, C., Mazaleyrat, J.-P., Callebaut, C.,Krust, B., Hovanessian, A. G., Inhibition of HIV-1 infection of CD 26+but not CD 26-cells by a potent cyclopeptidic inhibitor of the DPP-IVactivity of CD 26. Abstract P.44 of the 24.sup.th European PeptideSymposium 1996). Additionally, DPP-IV has been shown to associate withthe enzyme adenosine deaminase (ADA) on the surface of T-cells (Kameoka,J., et al., Science, 193, 26 466). ADA deficiency causes severe combinedimmunodeficiency disease (SCID) in humans. This ADA-CD26 interaction mayprovide clues to the pathophysiology of SCID. It follows that inhibitorsof DPP-IV may be useful immunosuppressants (or cytokine releasesuppressant drugs) for the treatment of among other things: organtransplant rejection; autoimmune diseases such as inflammatory boweldisease, multiple sclerosis and rheumatoid arthritis; and the treatmentof AIDS.

It has been shown that lung endothelial cell DPP-IV is an adhesionmolecule for lung-metastatic rat breast and prostate carcinoma cells(Johnson, R. C., et al., J. Cell. Biol., 1993, 121, 1423). DPP-IV isknown to bind to fibronectin and some metastatic tumor cells are knownto carry large amounts of fibronectin on their surface. Potent DPP-IVinhibitors may be useful as drugs to prevent metastases of, for example,breast and prostrate tumors to the lungs.

High levels of DPP-IV expression have also been found in human skinfibroblast cells from patients with psoriasis, rheumatoid arthritis (RA)and lichen planus (Raynaud, F., et al., J. Cell. Physiol., 1992, 151,378). Therefore, DPP-IV inhibitors may be useful as agents to treatdermatological diseases such as psoriasis and lichen planus.

High DPP-IV activity has been found in tissue homogenates from patientswith benign prostate hypertrophy and in prostatosomes. These areprostate derived organelles important for the enhancement of spermforward motility (Vanhoof, G., et al., Eur. J. Clin. Chem. Clin.Biochem., 1992, 30, 333). DPP-IV inhibitors may also act to suppresssperm motility and therefore act as a male contraceptive agent.Conversely, DPP-IV inhibitors have been implicated as novel fortreatment of infertility, and particularly human female infertility dueto Polycystic ovary syndrome (PCOS, Stein-Leventhal syndrome) which is acondition characterized by thickening of the ovarian capsule andformation of multiple follicular cysts. It results in infertility andamenorrhea.

DPP-IV is thought to play a role in the cleavage of various cytokines(stimulating hematopoietic cells), growth factors and neuropeptides.

Stimulated hematopoietic cells are useful for the treatment of disordersthat are characterized by a reduced number of hematopoietic cells ortheir precursors in vivo. Such conditions occur frequently in patientswho are immunosuppressed, for example, as a consequence of chemotherapyand/or radiation therapy for cancer. It was discovered that inhibitorsof dipeptidyl peptidase type IV are useful for stimulating the growthand differentiation of hematopoietic cells in the absence of exogenouslyadded cytokines or other growth factors or stromal cells. This discoverycontradicts the dogma in the field of hematopoietic cell stimulation,which provides that the addition of cytokines or cells that producecytokines (stromal cells) is an essential element for maintaining andstimulating the growth and differentiation of hematopoietic cells inculture. (See, e.g., PCT Intl. Application No. PCT /US93/017173published as WO 94/03055).

DPP-IV in human plasma has been shown to cleave N-terminal Tyr-Ala fromgrowth hormone-releasing factor and cause inactivation of this hormone.Therefore, inhibitors of DPP-IV may be useful in the treatment of shortstature due to growth hormone deficiency (Dwarfism) and for promotingGH-dependent tissue growth or re-growth.

DPP-IV can also cleave neuropeptides and has been shown to modulate theactivity of neuroactive peptides substance P, neuropeptide Y and CLIP(Mentlein, R., Dahms, P., Grandt, D., Kruger, R., Proteolytic processingof neuropeptide Y and peptide YY by dipeptidyl peptidase IV, Regul.Pept., 49, 133, 1993; Wetzel, W., Wagner, T., Vogel, D., Demuth, H.-U.,Balschun, D., Effects of the CLIP fragment ACTH 20-24 on the duration ofREM sleep episodes, Neuropeptides, 31,41, 1997). Thus DPP-IV inhibitorsmay also be useful agents for the regulation or normalization ofneurological disorders.

Several compounds have been shown to inhibit DPP-IV. Nonetheless, a needstill exists for new DPP-IV inhibitors that have advantageous potency,stability, selectivity, toxicity and/or pharmacodynamics properties. Inthis regard, a novel class of DPP-IV inhibitors are provided herein.

SUMMARY OF THE INVENTION

The present invention relates to compounds that have activity forinhibiting DPP-IV. It is noted that these compounds may also haveactivity for inhibiting other S9 proteases and thus may be used againstthese other S9 proteases as well as DPP-IV. The present invention alsoprovides compositions, articles of manufacture and kits comprising thesecompounds.

In one embodiment, a pharmaceutical composition is provided thatcomprises a DPP-IV inhibitor according to the present invention as anactive ingredient. Pharmaceutical compositions according to theinvention may optionally comprise 0.001%-100% of one or more DPP-IVinhibitors of this invention. These pharmaceutical compositions may beadministered or coadministered by a wide variety of routes, includingfor example, orally, parenterally, intraperitoneally, intravenously,intraarterially, transdermally, sublingually, intramuscularly, rectally,transbuccally, intranasally, liposomally, via inhalation, vaginally,intraoccularly, via local delivery (for example by catheter or stent),subcutaneously, intraadiposally, intraarticularly, or intrathecally. Thecompositions may also be administered or coadministered in slow releasedosage forms.

The invention is also directed to kits and other articles of manufacturefor treating disease states associated with DPP-IV.

In one embodiment, a kit is provided that comprises a compositioncomprising at least one DPP-IV inhibitor of the present invention incombination with instructions. The instructions may indicate the diseasestate for which the composition is to be administered, storageinformation, dosing information and/or instructions regarding how toadminister the composition. The kit may also comprise packagingmaterials. The packaging material may comprise a container for housingthe composition. The kit may also optionally comprise additionalcomponents, such as syringes for administration of the composition. Thekit may comprise the composition in single or multiple dose forms.

In another embodiment, an article of manufacture is provided thatcomprises a composition comprising at least one DPP-IV inhibitor of thepresent invention in combination with packaging materials. The packagingmaterial may comprise a container for housing the composition. Thecontainer may optionally comprise a label indicating the disease statefor which the composition is to be administered, storage information,dosing information and/or instructions regarding how to administer thecomposition. The kit may also optionally comprise additional components,such as syringes for administration of the composition. The kit maycomprise the composition in single or multiple dose forms.

Also provided are methods for preparing compounds, compositions and kitsaccording to the present invention. For example, several syntheticschemes are provided herein for synthesizing compounds according to thepresent invention.

Also provided are methods for using compounds, compositions, kits andarticles of manufacture according to the present invention.

In one embodiment, the compounds, compositions, kits and articles ofmanufacture are used to inhibit DPP-IV.

In another embodiment, the compounds, compositions, kits and articles ofmanufacture are used to treat a disease state for which DPP-IV possessesactivity that contributes to the pathology and/or symptomology of thedisease state.

In another embodiment, a compound is administered to a subject whereinDPP-IV activity within the subject is altered, preferably reduced.

In another embodiment, a prodrug of a compound is administered to asubject that is converted to the compound in vivo where it inhibitsDPP-IV.

In another embodiment, a method of inhibiting DPP-IV is provided thatcomprises contacting DPP-IV with a compound according to the presentinvention.

In another embodiment, a method of inhibiting DPP-IV is provided thatcomprises causing a compound according to the present invention to bepresent in a subject in order to inhibit DPP-IV in vivo.

In another embodiment, a method of inhibiting DPP-IV is provided thatcomprises administering a first compound to a subject that is convertedin vivo to a second compound wherein the second compound inhibits DPP-IVin vivo. It is noted that the compounds of the present invention may bethe first or second compounds.

In another embodiment, a therapeutic method is provided that comprisesadministering a compound according to the present invention.

In another embodiment, a method of inhibiting cell proliferation isprovided that comprises contacting a cell with an effective amount of acompound according to the present invention.

In another embodiment, a method of inhibiting cell proliferation in apatient is provided that comprises administering to the patient atherapeutically effective amount of a compound according to the presentinvention.

In another embodiment, a method of treating a condition in a patientwhich is known to be mediated by DPP-IV, or which is known to be treatedby DPP-IV inhibitors, comprising administering to the patient atherapeutically effective amount of a compound according to the presentinvention.

In another embodiment, a method is provided for using a compoundaccording to the present invention in order to manufacture a medicamentfor use in the treatment of disease state which is known to be mediatedby DPP-IV, or which is known to be treated by DPP-IV inhibitors.

In another embodiment, a method is provided for treating a disease statefor which DPP-IV possesses activity that contributes to the pathologyand/or symptomology of the disease state, the method comprising: causinga compound according to the present invention to be present in a subjectin a therapeutically effective amount for the disease state.

In another embodiment, a method is provided for treating a disease statefor which DPP-IV possesses activity that contributes to the pathologyand/or symptomology of the disease state, the method comprising:administering a first compound to a subject that is converted in vivo toa second compound such that the second compound is present in thesubject in a therapeutically effective amount for the disease state. Itis noted that the compounds of the present invention may be the first orsecond compounds.

In another embodiment, a method is provided for treating a disease statefor which DPP-IV possesses activity that contributes to the pathologyand/or symptomology of the disease state, the method comprising:administering a compound according to the present invention to a subjectsuch that the compound is present in the subject in a therapeuticallyeffective amount for the disease state.

In another embodiment, a method is provided for treating a cellproliferative disease state comprising treating cells with a compoundaccording to the present invention in combination with ananti-proliferative agent, wherein the cells are treated with thecompound according to the present invention before, at the same time,and/or after the cells are treated with the anti-proliferative agent,referred to herein as combination therapy. It is noted that treatment ofone agent before another is referred to herein as sequential therapy,even if the agents are also administered together. It is noted thatcombination therapy is intended to cover when agents are administeredbefore or after each other (sequential therapy) as well as when theagents are administered at the same time.

Examples of diseases that may be treated by administration of compoundsand compositions according to the present invention include, but are notlimited to conditions mediated by DPP-IV, in particular diabetes, moreparticular type 2 diabetes mellitus, diabetic dislipidemia, conditionsof impaired glucose tolerance (IGT), conditions of impaired fastingplasma glucose (IFG), metabolic acidosis, ketosis, appetite regulation,obesity, immunosuppressants or cytokine release regulation, autoimmunediseases such as inflammatory bowel disease, multiple sclerosis andrheumatoid arthritis, AIDS, cancers (prevention of metastases, forexample, breast and prostrate tumors to the lungs), dermatologicaldiseases such as psoriasis and lichen planus, treatment of femaleinfertility, osteoporosis, male contraception and neurologicaldisorders.

It is noted in regard to all of the above embodiments that the presentinvention is intended to encompass all pharmaceutically acceptableionized forms (e.g., salts) and solvates (e.g., hydrates) of thecompounds, regardless of whether such ionized forms and solvates arespecified since it is well known in the art to administer pharmaceuticalagents in an ionized or solvated form. It is also noted that unless aparticular stereochemistry is specified, recitation of a compound isintended to encompass all possible stereoisomers (e.g., enantiomers ordiastereomers depending on the number of chiral centers), independent ofwhether the compound is present as an individual isomer or a mixture ofisomers. Further, unless otherwise specified, recitation of a compoundis intended to encompass all possible resonance forms and tautomers.With regard to the claims, the language “compound comprising theformula” is intended to encompass the compound and all pharmaceuticallyacceptable ionized forms and solvates, all possible stereoisomers, andall possible resonance forms and tautomers unless otherwise specificallyspecified in the particular claim.

It is further noted that prodrugs may also be administered which arealtered in vivo and become a compound according to the presentinvention. The various methods of using the compounds of the presentinvention are intended, regardless of whether prodrug delivery isspecified, to encompass the administration of a prodrug that isconverted in vivo to a compound according to the present invention. Itis also noted that certain compounds of the present invention maybealtered in vivo prior to inhibiting DPP-IV and thus may themselves beprodrugs for another compound. Such prodrugs of another compound may ormay not themselves independently have DPP-IV inhibitory activity.

Definitions

Unless otherwise stated, the following terms used in the specificationand claims shall have the following meanings for the purposes of thisApplication.

“Alicyclic” means a moiety comprising a non-aromatic ring structure.Alicyclic moieties may be saturated or partially unsaturated with one,two or more double or triple bonds. Alicyclic moieties may alsooptionally comprise heteroatoms such as nitrogen, oxygen and sulfur. Thenitrogen atoms can be optionally quaternized or oxidized and the sulfuratoms can be optionally oxidized. Examples of alicyclic moietiesinclude, but are not limited to moieties with C₃-C₈ rings such ascyclopropyl, cyclohexane, cyclopentane, cyclopentene, cyclopentadiene,cyclohexane, cyclohexene, cyclohexadiene, cycloheptane, cycloheptene,cycloheptadiene, cyclooctane, cyclooctene, and cyclooctadiene.

“Aliphatic” means a moiety characterized by a straight or branched chainarrangement of constituent carbon atoms and may be saturated orpartially unsaturated with one, two or more double or triple bonds.

“Alkenyl” represented by itself means a straight or branched,unsaturated, aliphatic radical having a chain of carbon atoms having atleast one double bond between adjacent carbon atoms. C_(X) alkenyl andC_(X—Y) alkenyl are typically used where X and Y indicate the number ofcarbon atoms in the chain. For example, C₂₋₆ alkenyl includes alkenylsthat have a chain of between 2 and 6 carbons.

“Alkoxy” means an oxygen moiety having a further alkyl substituent. Thealkoxy groups of the present invention can be optionally substituted.

“Alkyl” represented by itself means a straight or branched, saturated orunsaturated, aliphatic radical having a chain of carbon atoms,optionally with oxygen (See “oxaalkyl”) or nitrogen atoms (See“aminoalkyl”) between the carbon atoms. C_(X) alkyl and C_(X—Y) alkylare typically used where X and Y indicate the number of carbon atoms inthe chain. For example, C₁₋₆ alkyl includes alkyls that have a chain ofbetween 1 and 6 carbons (e.g., methyl, ethyl, propyl, isopropyl, butyl,sec-butyl, isobutyl, tert-butyl, vinyl, allyl, 1-propenyl, isopropenyl,1-butenyl, 2-butenyl, 3-butenyl, 2-methylallyl, ethynyl, 1-propynyl,2-propynyl, and the like). Alkyl represented along with another radical(e.g., as in arylalkyl, heteroarylalkyl) means a straight or branched,saturated or unsaturated aliphatic divalent radical having the number ofatoms indicated or when no atoms are indicated means a bond (e.g.,(C₆₋₁₀)aryl(C₁₋₃)alkyl includes, benzyl, phenethyl, 1-phenylethyl,3-phenylpropyl, 2-thienylmethyl, 2-pyridinylmethyl and the like).

“Alkylene”, unless indicated otherwise, means a straight or branched,saturated or unsaturated, aliphatic, divalent radical. C_(X) alkyleneand C_(X—Y) alkylene are typically used where X and Y indicate thenumber of carbon atoms in the chain. For example, C₁₋₆ alkylene includesmethylene (—CH₂—), ethylene (—CH₂CH₂—), trimethylene (—CH₂CH₂CH₂—),tetramethylene (—CH₂CH₂CH₂CH₂—) 2-butenylene (—CH₂CH=CHCH₂—),2-methyltetramethylene (—CH₂CH(CH₃)CH₂CH₂—), pentamethylene(—CH₂CH₂CH₂CH₂CH₂—) and the like).

“Alkylidene” means a straight or branched saturated or unsaturated,aliphatic radical connected to the parent molecule by a double bond.C_(X) alkylidene and C_(X—Y) alkylidene are typically used where X and Yindicate the number of carbon atoms in the chain. For example, C₁₋₆alkylidene includes methylene (═CH₂), ethylidene (═CHCH₃),isopropylidene (═C(CH₃)₂), propylidene (═CHCH₂CH₃), allylidene(═CH—CH═CH₂), and the like).

“Alkynyl” represented by itself means a straight or branched,unsaturated, aliphatic radical having a chain of carbon atoms having atleast one triple bond between adjacent carbon atoms. C_(X) alkynyl andC_(X—Y) alkynyl are typically used where X and Y indicate the number ofcarbon atoms in the chain. For example, C₂₋₆ alkynyl includes alkynylsthat have a chain of between 2 and 6 carbons.

“Amino” means a nitrogen moiety having two further substituents where ahydrogen or carbon atom is attached to the nitrogen. For example,representative amino groups include —NH₂, —NHCH₃, —N(CH₃)₂,—NHC₁₋₃-alkyl, —N(C₁₋₃-alkyl)₂ and the like. Optionally, the twosubstituents together with the nitrogen may also form a ring. Unlessindicated otherwise, the compounds of the invention containing aminomoieties may include protected derivatives thereof. Suitable protectinggroups for amino moieties include acetyl, tert-butoxycarbonyl,benzyloxycarbonyl, and the like.

“Aminoalkyl” means an alkyl, as defined above, except where one or moresubstituted or unsubstituted nitrogen atoms (—N—) are positioned betweencarbon atoms of the alkyl. For example, an (C₂₋₆) aminoalkyl refers to achain comprising between 2 and 6 carbons and one or more nitrogen atomspositioned between the carbon atoms.

“Animal” includes humans, non-human mammals (e.g., dogs, cats, rabbits,cattle, horses, sheep, goats, swine, deer, and the like) and non-mammals(e.g., birds, and the like).

“Aromatic” means a moiety wherein the constituent atoms make up anunsaturated ring system, all atoms in the ring system are sp² hybridizedand the total number of pi electrons is equal to 4n+2. An aromatic ringmay be such that the ring atoms are only carbon atoms or may includecarbon and non-carbon atoms (see Heteroaryl).

“Aryl” means a monocyclic or polycyclic ring assembly wherein each ringis aromatic or when fused with one or more rings forms an aromatic ringassembly. If one or more ring atoms is not carbon (e.g., N, S), the arylis a heteroaryl. C_(X) aryl and C_(X—Y) aryl are typically used where Xand Y indicate the number of atoms in the ring.

“Aryloxy” means an oxygen moiety having a further aryl substituent. Thearyloxy groups of the present invention can be optionally substituted.

“Bicycloalkyl” means a saturated or partially unsaturated fused bicyclicor bridged polycyclic ring assembly.

“Bicycloaryl” means a bicyclic ring assembly wherein the rings arelinked by a single bond or fused and at least one of the ringscomprising the assembly is aromatic. C_(X) bicycloaryl and C_(X—Y)bicycloaryl are typically used where X and Y indicate the number ofcarbon atoms in the bicyclic ring assembly and directly attached to thering.

“Bridging ring” as used herein refers to a ring that is bonded toanother ring to form a compound having a bicyclic structure where tworing atoms that are common to both rings are not directly bound to eachother. Non-exclusive examples of common compounds having a bridging ringinclude borneol, norbornane, 7-oxabicyclo[2.2.1]heptane, and the like.One or both rings of the bicyclic system may also comprise heteroatoms.

“Carbamoyl” means the radical —OC(O)NR_(a)R_(b) where R_(a) and R_(b)are each independently two further substituents where a hydrogen orcarbon atom is attached to the nitrogen.

“Carbocycle” means a ring consisting of carbon atoms.

“Carbocyclic ketone derivative” means a carbocyclic derivative whereinthe ring contains a —CO— moiety.

“Carbonyl” means the radical —CO—. It is noted that the carbonyl radicalmay be further substituted with a variety of substituents to formdifferent carbonyl groups including acids, acid halides, aldehydes,amides, esters, and ketones.

“Carboxy” means the radical —CO₂—. It is noted that compounds of theinvention containing carboxy moieties may include protected derivativesthereof, i.e., where the oxygen is substituted with a protecting group.Suitable protecting groups for carboxy moieties include benzyl,tert-butyl, and the like.

“Cyano” means the radical —CN.

“Cycloalkyl” means a non-aromatic, saturated or partially unsaturated,monocyclic, fused bicyclic or bridged polycyclic ring assembly. C_(X)cycloalkyl and C_(X—Y) cycloalkyl are typically used where X and Yindicate the number of carbon atoms in the ring assembly. For example,C₃₋₁₀ cycloalkyl includes cyclopropyl, cyclobutyl, cyclopentyl,cyclohexyl, cyclohexenyl, 2,5-cyclohexadienyl, bicyclo[2.2.2]octyl,adamantan-1-yl, decahydronaphthyl, oxocyclohexyl, dioxocyclohexyl,thiocyclohexyl, 2-oxobicyclo[2.2.1]hept-1-yl, and the like.

“Cycloalkylene” means a divalent saturated or partially unsaturated,monocyclic or polycyclic ring assembly. C_(X) cycloalkylene and C_(X—Y)cycloalkylene are typically used where X and Y indicate the number ofcarbon atoms in the ring assembly.

“Disease” specifically includes any unhealthy condition of an animal orpart thereof and includes an unhealthy condition that may be caused by,or incident to, medical or veterinary therapy applied to that animal,i.e., the “side effects” of such therapy.

“Fused ring” as used herein refers to a ring that is bonded to anotherring to form a compound having a bicyclic structure where the ring atomsthat are common to both rings are directly bound to each other.Non-exclusive examples of common fused rings include decalin,naphthalene, anthracene, phenanthrene, indole, furan, benzofuran,quinoline, and the like. Compounds having fused ring systems may besaturated, partially saturated, carbocyclics, heterocyclics, aromatics,heteroaromatics, and the like.

“Halo” means fluoro, chloro, bromo or iodo.

“Halo-substituted alkyl”, as an isolated group or part of a largergroup, means “alkyl” substituted by one or more “halo” atoms, as suchterms are defined in this Application. Halo-substituted alkyl includeshaloalkyl, dihaloalkyl, trihaloalkyl, perhaloalkyl and the like (e.g.halo-substituted (C₁₋₃)alkyl includes chloromethyl, dichloromethyl,difluoromethyl, trifluoromethyl, 2,2,2-trifluoroethyl, perfluoroethyl,2,2,2-trifluoro-1,1-dichloroethyl, and the like).

“Heteroaryl” means a cyclic aromatic group having five or six ringatoms, wherein at least one ring atom is a heteroatom and the remainingring atoms are carbon. The nitrogen atoms can be optionally quaternizedand the sulfur atoms can be optionally oxidized. Heteroaryl groups ofthis invention include, but are not limited to, those derived fromfuran, imidazole, isothiazole, isoxazole, oxadiazole, oxazole,1,2,3-oxadiazole, pyrazine, pyrazole, pyridazine, pyridine, pyrimidine,pyrroline, thiazole, 1,3,4-thiadiazole, triazole and tetrazole.“Heteroaryl” also includes, but is not limited to, bicyclic or tricyclicrings, wherein the heteroaryl ring is fused to one or two ringsindependently selected from the group consisting of an aryl ring, acycloalkyl ring, a cycloalkenyl ring, and another monocyclic heteroarylor heterocycloalkyl ring. These bicyclic or tricyclic heteroarylsinclude, but are not limited to, those derived from benzo[b]furan,benzo[b]thiophene, benzimidazole, imidazo[4,5-c]pyridine, quinazoline,thieno[2,3-c]pyridine, thieno[3,2-b]pyridine, thieno[2,3-b]pyridine,indolizine, imidazo[1,2a]pyridine, quinoline, isoquinoline, phthalazine,quinoxaline, naphthyridine, quinolizine, indole, isoindole, indazole,indoline, benzoxazole, benzopyrazole, benzothiazole,imidazo[1,5-a]pyridine, pyrazolo[1,5-a]pyridine,imidazo[1,2-a]pyrimidine, imidazo[1,2-c]pyrimidine,imidazo[1,5-a]pyrimidine, imidazo[1,5-c]pyrimidine,pyrrolo[2,3-b]pyridine, pyrrolo[2,3-c]pyridine, pyrrolo[3,2-c]pyridine,pyrrolo[3,2-b]pyridine, pyrrolo[2,3-d]pyrimidine,pyrrolo[3,2-d]pyrimidine, pyrrolo[2,3-b]pyrazine,pyrazolo[1,5-a]pyridine, pyrrolo[1,2-b]pyridazine,pyrrolo[1,2-c]pyrimidine, pyrrolo[1,2-a]pyrimidine,pyrrolo[1,2-a]pyrazine, triazo[1,5-a]pyridine, pteridine, purine,carbazole, acridine, phenazine, phenothiazene, phenoxazine,1,2-dihydropyrrolo[3,2,1-hi]indole, indolizine, pyrido[1,2-a]indole and2(1H)-pyridinone. The bicyclic or tricyclic heteroaryl rings can beattached to the parent molecule through either the heteroaryl groupitself or the aryl, cycloalkyl, cycloalkenyl or heterocycloalkyl groupto which it is fused. The heteroaryl groups of this invention can besubstituted or unsubstituted.

“Heteroaryloxy” means an oxygen moiety having a further heteroarylsubstituent. The heteroaryloxy groups of the present invention can beoptionally substituted.

“Heteroatom” refers to an atom that is not a carbon atom. Particularexamples of heteroatoms include, but are not limited to nitrogen,oxygen, and sulfur.

“Heteroatom moiety” includes a moiety where the atom by which the moietyis attached is not a carbon. Examples of heteroatom moieties include—N=, —NR_(c)—, —N⁺(O⁻)=, —O—, —S— or —S(O)₂—, wherein R_(c) is furthersubstituent.

“Heterobicycloalkyl” means bicycloalkyl, as defined in this Application,provided that one or more of the atoms within the ring is a heteroatom.For example hetero(C₉₋₁₂)bicycloalkyl as used in this applicationincludes, but is not limited to, 3-aza-bicyclo[4.1.0]hept-3-yl,2-aza-bicyclo[3.1.0]hex-2-yl, 3-aza-bicyclo[3.1.0]hex-3-yl, and thelike.

“Heterobicycloaryl” means bicycloaryl, as defined in this Application,provided that one or more of the atoms within the ring is a heteroatom.For example, hetero(C₄₋₁₀)bicycloaryl as used in this Applicationincludes, but is not limited to, 2-amino4-oxo-3,4-dihydropteridin-6-yl,tetrahydroisoquinolinyl, and the like.

“Heterocycloalkyl” means cycloalkyl, as defined in this Application,provided that one or more of the atoms forming the ring is a heteroatomselected, independently from N, O, or S. Non-exclusive examples ofheterocycloalkyl include piperidyl, 4-morpholyl, 4-piperazinyl,pyrrolidinyl, perhydropyrrolizinyl, 1,4-diazaperhydroepinyl,1,3-dioxanyl, 1,4-dioxanyl and the like.

“Heterocycloalkylene” means cycloalkylene, as defined in thisApplication, provided that one or more of the ring member carbon atomsis replaced by a heteroatom.

“Hydroxy” means the radical —OH.

“Iminoketone derivative” means a derivative comprising the moiety—C(NR)—, wherein R comprises a hydrogen or carbon atom attached to thenitrogen.

“Isomers” mean any compound having an identical molecular formulae butdiffering in the nature or sequence of bonding of their atoms or in thearrangement of their atoms in space. Isomers that differ in thearrangement of their atoms in space are termed “stereoisomers.”Stereoisomers that are not mirror images of one another are termed“diastereomers” and stereoisomers that are nonsuperimposable mirrorimages are termed “enantiomers” or sometimes “optical isomers.” A carbonatom bonded to four nonidentical substituents is termed a “chiralcenter.” A compound with one chiral center has two enantiomeric forms ofopposite chirality. A mixture of the two enantiomeric forms is termed a“racemic mixture.” A compound that has more than one chiral center has2^(n−1) enantiomeric pairs, where n is the number of chiral centers.Compounds with more than one chiral center may exist as ether anindividual diastereomer or as a mixture of diastereomers, termed a“diastereomeric mixture.” When one chiral center is present astereoisomer may be characterized by the absolute configuration of thatchiral center. Absolute configuration refers to the arrangement in spaceof the substituents attached to the chiral center. Enantiomers arecharacterized by the absolute configuration of their chiral centers anddescribed by the R— and S-sequencing rules of Cahn, Ingold and Prelog.Conventions for stereochemical nomenclature, methods for thedetermination of stereochemistry and the separation of stereoisomers arewell known in the art (e.g., see “Advanced Organic Chemistry”, 4thedition, March, Jerry, John Wiley & Sons, New York, 1992).

“Leaving group” means a moiety that may be displaced by nucleophilicsubstitution. Exemplary nucleophilically displaceable leaving groups,include, but are not limited to halo (fluoro, chloro, bromo, or iodo),thio, hydroxyl, nitro, azido, phenylsulfoxido, aryloxy, alkoxy,alkylsulfonate (particularly methylsulphonyloxy), and arylsulfonate(particularly p-tolylsulphonyloxy). A myriad of suitable leaving groupsare known to those of skill in the art and may be used herein.

“Nitro” means the radical —NO₂.

“Oxaalkyl” means an alkyl, as defined above, except where one or moreoxygen atoms (—O—) are positioned between carbon atoms of the alkyl. Forexample, an (C₂₋₆)oxaalkyl refers to a chain comprising between 2 and 6carbons and one or more oxygen atoms positioned between the carbonatoms.

“Oxoalkyl” means an alkyl, further substituted with a carbonyl group.The carbonyl group may be an aldehyde, ketone, ester, amide, acid, oracid chloride.

“Pharmaceutically acceptable” means that which is useful in preparing apharmaceutical composition that is generally safe, non-toxic and neitherbiologically nor otherwise undesirable and includes that which isacceptable for veterinary use as well as human pharmaceutical use.

“Pharmaceutically acceptable salts” means salts of inhibitors of thepresent invention which are pharmaceutically acceptable, as definedabove, and which possess the desired pharmacological activity. Suchsalts include acid addition salts formed with inorganic acids such ashydrochloric acid, hydrobromic acid, sulfuric acid, nitric acid,phosphoric acid, and the like; or with organic acids such as aceticacid, propionic acid, hexanoic acid, heptanoic acid,cyclopentanepropionic acid, glycolic acid, pyruvic acid, lactic acid,malonic acid, succinic acid, malic acid, maleic acid, fumaric acid,tartatic acid, citric acid, benzoic acid, o-(4-hydroxybenzoyl)benzoicacid, cinnamic acid, mandelic acid, methanesulfonic acid, ethanesulfonicacid, 1,2-ethanedisulfonic acid, 2-hydroxyethanesulfonic acid,benzenesulfonic acid, p-chlorobenzenesulfonic acid,2-naphthalenesulfonic acid, p-toluenesulfonic acid, camphorsulfonicacid, 4-methylbicyclo[2.2.2]oct-2-ene-1-carboxylic acid, glucoheptonicacid, 4,4′-methylenebis(3-hydroxy-2-ene-1-carboxylic acid),3-phenylpropionic acid, trimethylacetic acid, tertiary butylacetic acid,lauryl sulfuric acid, gluconic acid, glutamic acid, hydroxynaphthoicacid, salicylic acid, stearic acid, muconic acid and the like.

Pharmaceutically acceptable salts also include base addition salts whichmay be formed when acidic protons present are capable of reacting withinorganic or organic bases. Acceptable inorganic bases include sodiumhydroxide, sodium carbonate, potassium hydroxide, aluminum hydroxide andcalcium hydroxide. Acceptable organic bases include ethanolamine,diethanolamine, triethanolamine, tromethamine, N-methylglucamine and thelike.

“Prodrug” means a compound that is convertible in vivo metabolicallyinto an inhibitor according to the present invention. The prodrug itselfmay or may not also have DPP-IV inhibitory activity. For example, aninhibitor comprising a hydroxy group may be administered as an esterthat is converted by hydrolysis in vivo to the hydroxy compound.Suitable esters that may be converted in vivo into hydroxy compoundsinclude acetates, citrates, lactates, tartrates, malonates, oxalates,salicylates, propionates, succinates, fumarates, maleates,methylene-bis-b-hydroxynaphthoates, gentisates, isethionates,di-p-toluoyltartrates, methanesulfonates, ethanesulfonates,benzenesulfonates, p-toluenesulfonates, cyclohexylsulfamates, quinates,esters of amino acids, and the like. Similarly, an inhibitor comprisingan amine group may be administered as an amide that is converted byhydrolysis in vivo to the amine compound.

“Protected derivatives” means derivatives of inhibitors in which areactive site or sites are blocked with protecting groups. Protectedderivatives are useful in the preparation of inhibitors or in themselvesmay be active as inhibitors. A comprehensive list of suitable protectinggroups can be found in T. W. Greene, Protecting Groups in OrganicSynthesis, 3rd edition, John Wiley & Sons, Inc. 1999.

“Substituted or unsubstituted” means that a given moiety may consist ofonly hydrogen substituents through available valencies (unsubstituted)or may further comprise one or more non-hydrogen substituents throughavailable valencies (substituted) that are not otherwise specified bythe name of the given moiety. For example, isopropyl is an example of anethylene moiety that is substituted by —CH₃. In general, a non-hydrogensubstituent may be any substituent that may be bound to an atom of thegiven moiety that is specified to be substituted. Examples ofsubstituents include, but are not limited to, aldehyde, alicyclic,aliphatic, alkyl, alkylene, alkylidene, amide, amino, aminoalkyl,aromatic, aryl, bicycloalkyl, bicycloaryl, carbamoyl, carbocyclyl,carboxyl, carbonyl group, cycloalkyl, cycloalkylene, ester, halo,heterobicycloalkyl, heterocycloalkylene, heteroaryl, heterobicycloaryl,heterocycloalkyl, oxo, hydroxy, iminoketone, ketone, nitro, oxaalkyl,and oxoalkyl moieties, each of which may optionally also be substitutedor unsubstituted.

“Sulfinyl” means the radical —SO—. It is noted that the sulfinyl radicalmay be further substituted with a variety of substituents to formdifferent sulfinyl groups including sulfinic acids, sulfonamides,sulfinyl esters, and sulfoxides.

“Sulfonyl” means the radical —SO₂—. It is noted that the sulfonylradical may be further substituted with a variety of substituents toform different sulfonyl groups including sulfonic acids, sulfonamides,sulfonate esters, and sulfones.

“Therapeutically effective amount” means that amount which, whenadministered to an animal for treating a disease, is sufficient toeffect such treatment for the disease.

“Thiocarbonyl” means the radical —CS—. It is noted that the thiocarbonylradical may be further substituted with a variety of substituents toform different thiocarbonyl groups including thioacids, thioamides,thioesters, and thioketones.

“Treatment” or “treating” means any administration of a compound of thepresent invention and includes:

-   -   (1) preventing the disease from occurring in an animal which may        be predisposed to the disease but does not yet experience or        display the pathology or symptomatology of the disease,    -   (2) inhibiting the disease in an animal that is experiencing or        displaying the pathology or symptomatology of the diseased        (i.e., arresting further development of the pathology and/or        symptomatology), or    -   (3) ameliorating the disease in an animal that is experiencing        or displaying the pathology or symptomatology of the disease        (i.e., reversing the pathology and/or symptomatology).

It is noted in regard to all of the definitions provided herein that thedefinitions should be interpreted as being open ended in the sense thatfurther substituents beyond those specified may be included. Hence, a C₁alkyl indicates that there is one carbon atom but does not indicate whatare the substituents on the carbon atom. Hence, a C₁ alkyl comprisesmethyl (i.e., —CH₃) as well as —CR_(a)R_(b)R_(c) where R_(a), R_(b), andR_(c) may each independently be hydrogen or any other substituent wherethe atom attached to the carbon is a heteroatom or cyano. Hence, CF₃,CH₂OH and CH₂CN, for example, are all C₁ alkyls.

DETAILED DESCRIPTION OF THE INVENTION

The present invention relates to compounds, compositions, kits andarticles of manufacture that may be used to inhibit dipeptidylpeptidases IV (referred to herein as DPP-IV).

DPP-IV (EC.3.4.14.5 also known as DPP4, DP4, DAP-IV, adenosine deaminasecomplexing protein 2, adenosine deaminase binding protein (ADAbp) orCD26) is a 766 residue, 240 kDa protein that is a highly specificmembrane bound non-classical serine aminodipeptidase. DPP-IV has aserine type mechanism of protease activity, cleaving off dipeptides fromthe amino-terminus of peptides with proline or alanine at thepenultimate position. In addition the slow release of dipeptides of thetype X-Gly or X-Ser is reported for some naturally occurring peptides.DPP-IV is constitutively expressed on epithelial and endothelial cellsof a variety of different tissues (intestine, liver, lung, kidney andplacenta), and is also found in body fluids. DPP-IV is also expressed oncirculating T-lymphocytes and has been shown to be synonymous with thecell-surface antigen, CD-26. The wild-type form of full length DPP-IV isdescribed in GenBank Accession Number NM_(—)001935 (“Dipeptidylpeptidase IV (CD 26) gene expression in enterocyte-like colon cancercell lines HT-29 and Caco-2. Cloning of the complete human codingsequence and changes of dipeptidyl peptidase IV mRNA levels during celldifferentiation”, Darmoul, D., Lacasa, M., Baricault, L., Marguet, D.,Sapin, C., Trotot, P., Barbat, A. and Trugnan, G., J. Biol. Chem., 267(7),4824-4833, 1992).

DPP-IV is a member of the S9 family of serine proteases, moreparticularly the S9B family. Other members of the S9 family include, butare not limited to:

-   -   Subfamily S9A: Dipeptidyl-peptidase; Oligopeptidase B (EC        3.4.21.83); Oligopeptidase B; Prolyl oligopeptidase (EC        3.4.21.26);    -   Subfamily S9B: Dipeptidyl aminopeptidase A; Dipeptidyl        aminopeptidase B Dipeptidyl-peptidase IV (EC 3.4.14.5);        Dipeptidyl-peptidase V Fibroblast activation protein alpha        subunit; Seprase    -   Subfamily S9C: Acylaminoacyl-peptidase (EC 3.4.19.1)

It is noted that the compounds of the present invention may also possessinhibitory activity for other S9 family members and thus may be used toaddress disease states associated with these other family members.

1. Crystal Structure of DPP-IV

Syrrx, Inc. (San Diego, Calif.) recently solved the crystal structure ofDPP-IV. Knowledge of the crystal structure was used to guide the designof the DPP-IV inhibitors provided herein.

DPP-IV is a cylindrical shaped molecule with an approximate height of 70Å and a diameter of 60 Å. The catalytic triad of DPP-IV (Ser642, Asp720and His752) is located in the peptidase domain or catalytic domain ofDPP-IV. The catalytic domain is covalently linked to the p-propellerdomain. The catalytic domain of DPP-IV includes residues 1-67 and511-778. The catalytic domain of DPP-IV adopts a characteristic a/0hydrolase fold. The core of this domain contains an 8-stranded β-sheetwith all strands being parallel except one. The α-sheet is significantlytwisted and is flanked by three α-helices on one side and five α-heliceson the other. The topology of the β-strands is 1, 2, −1×, 2× and (1×)(J. S. Richardson: The anatomy and taxonomy of protein structure; (1981)Adv. Protein Chem. 269, 15076-15084.). A number of residues wereidentified that contribute to the shape and charge characteristics ofthe active site. Knowledge of these residues has been an importantcontribution to the design of DPP-IV inhibitors of the presentinvention.

2. DPP-IV Inhibitors

In one embodiment, DPP-IV inhibitors of the present invention comprise acompound of Formula I:

wherein

-   -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   Z is selected from the group consisting of halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, thio, (C₁₋₁₀)alkyl,        cycloalkyl, heterocycloalkyl, aryl, heteroaryl, carbonyl        (C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl,        sulfinyl (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, hydroxy, alkoxy,        aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, and a substituted or unsubstituted 4, 5, 6, or 7        membered ring;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   L is a linker providing 0-6 atom separation between X and the        ring to which L is attached; and    -   X is selected from the group consisting of (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In another embodiment, DPP-IV inhibitors of the present inventioncomprise the compound of Formula II:

wherein

-   -   n is 0, 1, 2, or 3;    -   Q is selected from the group consisting of CO, SO, SO_(2,) and        C═NR₄;    -   Z is selected from the group consisting of halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, thio, (C₁₋₁₀)alkyl,        cycloalkyl, heterocycloalkyl, aryl, heteroaryl, carbonyl        (C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl,        sulfinyl (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, hydroxy, alkoxy,        aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, and a substituted or unsubstituted 4, 5, 6, or 7        membered ring;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₅ and R₆ are each independently selected from the group        consisting of hydrogen, a substituted or unsubstituted        (C₁₋₁₀)alkyl, a substituted or unsubstituted (C₁₋₁₀)alkoxy,        cyano, and halo, or where R₅ and R₆ are taken together to form a        ring; and

X is selected from the group consisting of (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₄₋₁₂)bicycloaryl,carbonyl (C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl,sulfinyl (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,hydroxy, alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonylgroup, cyano, imino group, sulfonyl group and sulfinyl group, eachsubstituted or unsubstituted.

In another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formula III:

wherein

-   -   m is 0, 1, 2, 3, 4, or 5;    -   n is 0, 1, 2, or 3;    -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   Z is selected from the group consisting of halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, thio, (C₁₋₁₀)alkyl,        cycloalkyl, heterocycloalkyl, aryl, heteroaryl, carbonyl        (C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl,        sulfinyl (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, hydroxy, alkoxy,        aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, and a substituted or unsubstituted 4, 5, 6, or 7        membered ring;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)aryl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₅ and R₆ are each independently selected from the group        consisting of hydrogen, a substituted or unsubstituted        (C₁₋₁₀)alkyl, a substituted or unsubstituted (C₁₋₁₀)alkoxy,        cyano, and halo, or where R₅ and R₆ are taken together to form a        ring; and    -   each R₇ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formulae IVa, IVb, or IVc:

wherein

-   -   n is 0, 1, 2, or 3;    -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   each of T, U, V, W and Y is independently nitrogen or CR₁₆,        provided that no more than two of T, U, V, W and Y are nitrogen;    -   Z is selected from the group consisting of halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, thio, (C₁₋₁₀)alkyl,        cycloalkyl, heterocycloalkyl, aryl, heteroaryl, carbonyl        (C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl,        sulfinyl (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, hydroxy, alkoxy,        aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, and a substituted or unsubstituted 4, 5, 6, or 7        membered ring;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₅ and R₆ are each independently selected from the group        consisting of hydrogen, a substituted or unsubstituted        (C₁₋₁₀)alkyl, a substituted or unsubstituted (C₁₋₁₀)alkoxy,        cyano, and halo, or where R₅ and R₆ are taken together to form a        ring; and    -   each R₁₆ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formula V:

wherein

-   -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   R₁ is selected from the group consisting of (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₈₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl,        carbonyl group, imino group, sulfonyl group and sulfinyl group,        each substituted or unsubstituted;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted; and    -   R₉ and R₁₀ are each independently selected from the group        consisting of hydrogen, perhalo(C₁₋₁₀)alkyl, amino,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, carbonyl group, sulfonyl group, sulfinyl group,        each substituted or unsubstituted, or R₉ and R₁₀ are taken        together to form a 5, 6, or 7 membered ring, each substituted or        unsubstituted.

In another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formula VI:

wherein

-   -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₉ and R₁₀ are each independently selected from the group        consisting of hydrogen, perhalo(C₁₋₁₀)alkyl, amino,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, carbonyl group, sulfonyl group, and sulfinyl        group, each substituted or unsubstituted, or R₉ and R₁₀ are        taken together to form a 5, 6, or 7 membered ring, each        substituted or unsubstituted;    -   L is a linker providing 0-6 atom separation between X and the        ring to which L is attached; and    -   X is selected from the group consisting of (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In yet another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formula VII:

wherein

-   -   n is 0, 1, 2, or 3;    -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₅ and R₆ are each independently selected from the group        consisting of hydrogen, a substituted or unsubstituted        (C₁₋₁₀)alkyl, a substituted or unsubstituted (C₁₋₁₀)alkoxy,        cyano, and halo, or where R₅ and R₆ are taken together to form a        ring;    -   R₉ and R₁₀ are each independently selected from the group        consisting of hydrogen, perhalo(C₁₋₁₀)alkyl, amino,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, carbonyl group, sulfonyl group, and sulfinyl        group, each substituted or unsubstituted, or R₉ and R₁₀ are        taken together to form a 5, 6, or 7 membered ring, each        substituted or unsubstituted; and    -   X is selected from the group consisting of (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formula VIII:

wherein

-   -   n is 0, 1, 2, or 3;    -   m is 0, 1, 2, 3, 4, or 5;    -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₅ and R₆ are each independently selected from the group        consisting of hydrogen, a substituted or unsubstituted        (C₁₋₁₀)alkyl, a substituted or unsubstituted (C₁₋₁₀)alkoxy,        cyano, and halo, or where R₅ and R₆ are taken together to form a        ring;    -   each R₇ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted; and    -   R₉ and R₁₀ are each independently selected from the group        consisting of hydrogen, perhalo(C₁₋₁₀)alkyl, amino,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, carbonyl group, sulfonyl group, and sulfinyl        group, each substituted or unsubstituted, or R₉ and R₁₀ are        taken together to form a 5, 6, or 7 membered ring, each        substituted or unsubstituted.

In yet another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formulae IXa, IXb, or IXc:

wherein

-   -   n is 0, 1, 2, or 3;    -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   each of T, U, V, W, and Y is independently nitrogen or CR₁₆,        provided that no more than two of T, U, V, W, and Y are        nitrogen;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₅ and R₆ are each independently selected from the group        consisting of hydrogen, a substituted or unsubstituted        (C₁₋₁₀)alkyl, a substituted or unsubstituted (C₁₋₁₀)alkoxy,        cyano, and halo, or where R₅ and R₆ are taken together to form a        ring;    -   each R₁₆ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted; and    -   R₉ and R₁₀ are each independently selected from the group        consisting of hydrogen, perhalo(C₁₋₁₀)alkyl, amino,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, carbonyl group, sulfonyl group, and sulfinyl        group, each substituted or unsubstituted, or R₉ and R₁₀ are        taken together to form a 5, 6, or 7 membered ring, each        substituted or unsubstituted.

In another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formula X:

wherein

-   -   p is 0-10;    -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   R₁ is selected from the group consisting of (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₈₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl,        carbonyl group, imino group, sulfonyl group and sulfinyl group,        each substituted or unsubstituted;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino (C₁₋₃)alkyl,        aryl, heteroaryl, hydroxy, alkoxy, aryloxy, heteroaryloxy,        alkenyl, alkynyl, carbonyl group, imino group, sulfonyl group        and sulfinyl group, each substituted or unsubstituted, or where        R₂ and R₃ are taken together to form a ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted; and    -   each R₈ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formula XI:

wherein

-   -   p is 0-10;    -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   each R₈ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted;    -   L is a linker providing 0-6 atom separation between X and the        ring to which L is attached; and    -   X is selected from the group consisting of (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formula XII:

wherein

-   -   n is 0, 1, 2, or 3;    -   p is 0-10;    -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₅ and R₆ are each independently selected from the group        consisting of hydrogen, a substituted or unsubstituted        (C₁₋₁₀)alkyl, a substituted or unsubstituted (C₁₋₁₀)alkoxy,        cyano, and halo, or where R₅ and R₆ are taken together to form a        ring;    -   each R₈ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted; and    -   X is selected from the group consisting of (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In yet another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formula XIII:

wherein

-   -   m is 0, 1, 2, 3, 4, or 5;    -   n is 0, 1, 2, or 3;    -   p is 0-10;    -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₅ and R₆ are each independently selected from the group        consisting of hydrogen, a substituted or unsubstituted        (C₁₋₁₀)alkyl, a substituted or unsubstituted (C₁₋₁₀)alkoxy,        cyano, and halo, or where R₅ and R₆ are taken together to form a        ring;    -   each R₇ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted; and    -   each R₈ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In yet another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formulae XIVa, XIVb, or XIVc:

wherein

-   -   n is 0, 1, 2, or 3;    -   p is 0-10;    -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   each of T, U, V, W, and Y is independently nitrogen or CR₁₆,        provided that no more than two of T, U, V, W, and Y are        nitrogen;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₅ and R₆ are each independently selected from the group        consisting of hydrogen, a substituted or unsubstituted        (C₁₋₁₀)alkyl, a substituted or unsubstituted (C₁₋₁₀)alkoxy,        cyano, and halo, or where R₅ and R₆ are taken together to form a        ring;    -   each R₈ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted; and    -   each R₁₆ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In yet another embodiment, DPP-IV inhibitors of the present inventioncomprise a compound of Formula XV:

wherein

-   -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   M is a moiety providing 1-6 atom separation between R₁₉ and the        ring to which M is attached;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted, with the proviso that R₂ is not NH or N═CH;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   R₁₉ comprises a basic nitrogen atom that is capable of        interacting with a carboxylic acid side chain of an active site        residue of a protein;    -   L is a linker providing 0-6 atom separation between X and the        ring to which L is attached; and    -   X is selected from the group consisting of (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In one variation of the above embodiment, L provides 0, 1, 2, or 3 atomseparation between X and the ring. In another variation of the aboveembodiment, L provides 0 or 1 atom separation between X and the ring. Instill variation of the above embodiment, L provides 0 atom separationbetween X and the ring. In yet another variation of the aboveembodiment, X is selected from the group consisting of a substituted orunsubstituted aryl or heteroaryl.

Synthetic intermediates that may be used to synthesize DPP-IV inhibitorsof the present invention are also provided.

In one embodiment, the synthetic intermediates comprise Formula XVI:

wherein

-   -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   Z′ is a leaving group;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted;    -   L is a linker providing 0-6 atom separation between X and the        ring to which L is attached; and    -   X is selected from the group consisting of cycloalkyl, aryl,        heteroaryl, heterocycloalkyl, arylalkyl, heteroarylalkyl,        bicycloaryl, and heterobicycloaryl, each substituted or        unsubstituted.

In another embodiment, the synthetic intermediates comprise FormulaXVII:

wherein

-   -   Q is selected from the group consisting of CO, SO, SO₂, and        C═NR₄;    -   Z′ is a leaving group;    -   R₂ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        (C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl,        thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl        (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,        hydroxy, alkoxy, aryloxy, heteroaryloxy, carbonyl group, imino        group, sulfonyl group and sulfinyl group, each substituted or        unsubstituted;    -   R₃ is selected from the group consisting of hydrogen, halo,        perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted, or where R₂ and R₃ are taken together to form a        ring;    -   R₄ is selected from the group consisting of hydrogen,        (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,        arylalkyl, heteroarylalkyl, bicycloaryl, heterobicycloaryl, each        substituted or unsubstituted.

In one variation, R₂ is not NH or N═CH

In another variation, Z′ is not alkyl, alkylthio, NNH, NH₂, H,H₂N—C(O)—NH, cyano, alkoxy, or 2-trimethylsilyl-1-oxazolidinone (TMSO)when -LX is benzyl. In another variation, Z′ is not halo when -LX isalkyl.

According to this embodiment, Z′ may optionally be selected from thegroup consisting of halo, nitro, azido, phenylsulfoxido, aryloxy,alkoxy, alkylsulfonate, and arylsulfonate.

Also according to this embodiment, Z′ may optionally be selected fromthe group consisting of halo, thio, hydroxyl, p-tolylsulphonyloxy andmethylsulphonyloxy.

Substituent L:

In one variation, the present invention comprises compounds where L is alinker providing 0, 1, 2, or 3 atom separation between X and the ring towhich L is attached. In another variation, L provides 0 atom separationbetween X and the ring. In yet another variation, L provides 0, 1, 2, or3 atom separation between X and the ring. In still another variation,the present invention comprises compounds where L is a linker providing1, 2, or 3 atom separation between X and the ring to which L isattached. The atoms of the linker providing the separation mayoptionally be selected from the group consisting of carbon, oxygen,nitrogen, and sulfur. Optionally according to this variation, the 1, 2,or 3 atoms of L providing the separation comprise and optionally consistof carbon atoms. The 1, 2, or 3 atoms of L providing the separation mayalso be selected from a group of linkers consisting of at least oneoxygen, or at least one nitrogen atom.

In another variation, the present invention comprises compounds where Lprovides 1 atom separation between X and the ring. The 1 atom separationmay optionally be provided by a carbon, oxygen, nitrogen, or sulfuratom. In another variation, L is a carbonyl.

In another variation, the present invention comprises compounds where Lis a linker providing 0-6 atom separation between X and the ring towhich L is attached, with the proviso that L is not —NH— or —N═CH—.

In yet another variation, the present invention comprises compoundswhere L is selected from the group consisting of (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₄₋₁₂)bicycloaryl,carbonyl (C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl,sulfinyl (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,hydroxy, alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonylgroup, cyano, imino group, sulfonyl group and sulfinyl group, eachsubstituted or unsubstituted.

In yet another variation, the present invention comprises compoundswhere L is selected from the group consisting of —CH₂—, —CHR₁₂—,—C(R₁₂)(R_(12′))—, —C(O)—, —C(S)—, —C(NH)—, —C(NR₁₂)—, —O—, —N(H)—,—N(R₁₂)—, and —S— where R₁₂ and R_(12′) are each independently selectedfrom the group consisting of hydrogen, perhalo(C₁₋₁₀)alkyl, amino, halo,cyano, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy, heteroaryloxy,alkenyl, alkynyl, carbonyl group, sulfonyl group, sulfinyl group, eachsubstituted or unsubstituted or where or R₁₂ and R_(12′) are takentogether to form a 5, 6, or 7 membered ring, each substituted orunsubstituted.

In yet another variation, the present invention comprises compoundswhere L is selected from the group consisting of —CH₂—, —CH₂CH₂—,—CH₂CH₂CH₂—, —C(O)—, —CH₂C(O)—, —C(O)CH₂—, —CH₂—C(O)CH₂—, —C(O)CH₂CH₂—,—CH₂CH₂C(O)—, —O—, —OCH₂—, —CH₂O—, —CH₂OCH₂—, —OCH₂CH₂—, —CH₂CH₂O—,—N(CH₃)—, —NHCH₂—, —CH₂NH—, —CH₂NHCH₂—, —NHCH₂CH₂—, —CH₂CH₂NH—,—NH—C(O)—, —NCH₃—C(O)—, —C(O)NH—, —C(O)NCH₃—, —NHC(O)CH₂—, —C(O)NHCH₂—,—C(O)CH₂NH—, —CH₂NHC(O)—, —CH₂C(O)NH—, —NHCH₂C(O)—, —S—, —SCH₂—, —CH₂S—,—SCH₂CH₂—, —CH₂SCH₂—, —CH₂CH₂S—, —C(O)S—, —C(O)SCH₂—, —CH₂C(O)S—,—C(O)CH₂S—, and —CH₂SC(O)—. It is noted that one or more of thehydrogens shown may be substituted with other non-hydrogen substituents.

In another variation, the present invention comprises compounds where Lis selected from the group consisting of —CH₂—, —C(O)—, —CH₂C(O)—,—C(O)CH₂—, —CH₂—C(O)CH₂—, —C(O)CH₂CH₂—, and —CH₂CH₂C(O)—. In thedescribed definitions of the linker L, the 0-6 atom separation refers tothe direct linear linkage between the ring and X. As such, branchingalong the 0-6 atom separation is permitted as is clear from thevariations described.

Substituent X:

In one variation, the present invention comprises compounds where X isselected from the group consisting of (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl,imino (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted.

In yet another variation, the present invention comprises compoundswhere X is selected from the group consisting of cycloalkyl, aryl,heteroaryl, heterocycloalkyl, arylalkyl, heteroarylalkyl, bicycloaryl,and heterobicycloaryl, each substituted or unsubstituted.

In another variation, the present invention comprises compounds where Xis a substituted or unsubstituted cycloalkyl or heterocycloalkyl. Forexample, X may be a substituted or unsubstituted (C₃₋₇)cycloalkyl or asubstituted or unsubstituted (C₃₋₇)heterocycloalkyl.

In another variation, the present invention comprises compounds where Xis a substituted or unsubstituted aryl or heteroaryl. For example, X maybe a substituted or unsubstituted phenyl.

In yet another variation, the present invention comprises compoundswhere X is a ring having a non-hydrogen substituent at a 2 or 3 positionof the ring.

In another variation, the present invention comprises compounds where Xhas a non-hydrogen substituent at a 2 or 3 position of the ring wherethe non-hydrogen substituent is selected from the group consisting of(C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, nitro, halo,imino group, sulfonyl group and sulfinyl group, each substituted orunsubstituted.

In particular variations, X is selected from the group consisting of(2-cyano)phenyl; (3-cyano)phenyl; (2-hydroxy)phenyl; (3-hydroxy)phenyl;(2-alkenyl)phenyl; (3-alkenyl)phenyl; (2-alkynyl)phenyl;(3-alkynyl)phenyl; (2-methoxy)phenyl; (3-methoxy)phenyl;(2-nitro)phenyl; (3-nitro)phenyl; (2-carboxy)phenyl; (3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; (3-carboxamido)phenyl;(2-sulfonamido)phenyl; (3-sulfonamido)phenyl; (2-tetrazolyl)phenyl;(3-tetrazolyl)phenyl; (2-aminomethyl)phenyl; (3-aminomethyl)phenyl;(2-hydroxymethyl)phenyl; (3-hydroxymethyl)phenyl; (2-phenyl)phenyl;(3-phenyl)phenyl; (2-halo)phenyl; (3-halo)phenyl; (2-CONH₂)phenyl;(3-CONH₂)phenyl; (2-CONH(C₁₋₇)alkyl)phenyl; (3-CONH(C₁₋₇)alkyl)phenyl;(2-CO₂(C₁₋₇)alkyl)phenyl; (3-CO₂(C₁₋₇)alkyl)phenyl; (2-NH₂)phenyl;(3-NH₂)phenyl; (2-(C₃₋₇)alkyl)phenyl; (3-(C₃₋₇)alkyl)phenyl;(2-(C₃₋₇)cycloalkyl)phenyl; (3-(C₃₋₇)cycloalkyl)phenyl; (2-aryl)phenyl;(3-aryl)phenyl; (2-heteroaryl)phenyl; (3-heteroaryl)phenyl;2-bromo-5-fluoro phenyl; 2-chloro-5-fluoro phenyl; 2-cyano-5-fluorophenyl; 2,5-dichloro phenyl; 2,5-difluoro phenyl; 2,5-dibromo phenyl;2-bromo-3,5-difluoro phenyl; 2-chloro-3,5-difluoro phenyl;2,3,5-trifluoro phenyl; 2,3,5,6-tetrafluorophenyl;2-bromo-3,5,6-trifluoro phenyl; 2-chloro-3,5,6-trifluoro phenyl;2-cyano-3,5-difluoro phenyl; 2-cyano-3,5,6-trifluoro phenyl;(2-heterocycloalkyl)phenyl; and (3-heterocycloalkyl)phenyl, eachsubstituted or unsubstituted.

In yet another variation, the present invention comprises compoundswhere X is selected from the group consisting of

wherein

-   -   A is S, O, or NR₂₁;    -   B is CR₂₀, or N;    -   R₂₀ is independently selected from the group consisting of        hydrogen, halo, perhalo(C₁₋₁₀)alkyl, amino, thio, cyano, CF₃,        nitro, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, imino group, carbonyl group, aminosulfonyl,        alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, sulfinyl group;        and    -   R₂₁ is independently selected from the group consisting of        hydrogen, perhalo(C₁₋₁₀)alkyl, amino, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, imino group, carbonyl group, aminosulfonyl,        alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, sulfinyl group.

In yet another variation, the present invention comprises compoundswhere X is selected from the group consisting of

wherein

-   -   t is 0, 1, 2, or 3; and    -   each R₇ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In yet another variation, the present invention comprises compoundswhere X is selected from the group consisting of

wherein

-   -   t is 0, 1, 2, or 3; and    -   each R₇ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

According to each of the above variations, R₇ may independently beselected from the group consisting of -cyano, -methoxy, -nitro,-carboxy, -sulfonamido, -tetrazolyl, -aminomethyl, -hydroxymethyl,-phenyl, -halo, —CONH₂, —CONH(C₁₋₇)alkyl, —CO₂(C₁₋₇)alkyl, —NH₂, —OH,—(C₁₋₅)alkyl, -alkenyl, -alkynyl, —CCH, (C₁₋₅)cycloalkyl, aryl,heteroaryl, and heterocycloalkyl, each substituted or unsubstituted.

In yet another variation, the present invention comprises compoundswhere -LX is —OR₁₁, where R₁₁ is selected from the group consisting ofsubstituted or unsubstituted alkyl, cycloalkyl, aryl, heteroaryl,heterocycloalkyl, arylalkyl, heteroarylalkyl, bicycloaryl, andheterobicycloaryl.

In yet another variation, the present invention comprises compoundswhere -L-X taken together is selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; (CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.

In yet another variation, the present invention comprises compoundswhere -LX is selected from the group consisting of —(C₁)alkyl-aryl,—(C₁)alkyl-bicycloaryl, -aminoaryl, -aminoheteroaryl, -aminobicycloaryl,-aminoheterobicycloaryl, —O-aryl, —O-heteroaryl, —O-bicycloaryl,—O-heterobicycloaryl, —(S)-aryl, —(S)-heteroaryl, —(S)-bicycloaryl,—S-heterobicycloaryl, —C(O)-aryl, —C(O)-heteroaryl, —C(O)-bicycloaryl,—C(O)-heterobicycloaryl, —C(S)-aryl, —C(S)-heteroaryl,—C(S)-bicycloaryl, —C(S)-heterobicycloaryl, —S(O)-aryl,—S(O)-heteroaryl, —S(O)-bicycloaryl, —SO₂-heterobicycloaryl, —SO₂-aryl,—SO₂-heteroaryl, —SO₂-bicycloaryl, —SO₂-heterobicycloaryl,—C(NR₁₃)-aryl, —C(NR₁₃)-heteroaryl, —C(NR₁₃)-bicycloaryl,—C(NR₁₃)-heterobicycloaryl, each substituted or unsubstituted where R₁₃is selected from the group consisting of hydrogen, perhalo(C₁₋₁₀)alkyl,amino, cyano, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy, heteroaryloxy,alkenyl, alkynyl, carbonyl group, sulfonyl group, sulfinyl group, eachsubstituted or unsubstituted.

Substituent Z:

In one variation, the present invention comprises compounds where Z isselected from the group consisting of halo, perhalo(C₁₋₁₀)alkyl, amino,cyano, thio, (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl,heteroaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl(C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted.

In another variation, Z is selected from the group consisting of(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, and hetero(C₈₋₁₂)bicycloaryl, eachsubstituted or unsubstituted.

In another variation, the present invention comprises compounds where Zis selected from the group consisting of cycloalkyl, heterocycloalkyl,aryl and heteroaryl, each substituted or unsubstituted. For example, ina particular variation, Z is a substituted or unsubstituted 3, 4, 5, 6,or 7 membered ring. In one variation, Z is a substituted orunsubstituted 3, 4, 5, 6, or 7 membered cycloalkyl. In anothervariation, Z is a substituted or unsubstituted 4, 5, 6, or 7 memberedheterocycloalkyl. In another variation, Z is a substituted orunsubstituted aryl. In a particular variation, Z is a substituted orunsubstituted phenyl. In another variation, Z is a substituted orunsubstituted heteroaryl.

In another variation, Z comprises a substituted or unsubstituted(C₃₋₇)cycloalkyl ring. Z may also optionally comprise O, N(O), N, S, SO,SO₂, or a carbonyl group in the ring.

In another variation, Z is —NR₉R₁₀ where R₉ and R₁₀ together are—(CH₂)₄₋₆, with or without being interrupted by one O, S, SO, SO₂,carbonyl group, N(O), NH, N-(aryl), N-(aryl(C₁₋₅)alkyl),N-(carboxy(C₁₋₅)alkyl), or N—(C₁₋₂)alkyl) group, each substituted orunsubstituted.

In yet another variation, Z is —NR₉R₁₀, where R₉ is selected from thegroup consisting of (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,(C₆₋₁₂)aryl, hetero(C₅₋₁₂)aryl, (C₉₋₁₂)bicycloaryl, each substituted orunsubstituted and hetero(C₈₋₁₂)bicycloaryl, and R₁₀ is selected from thegroup consisting of hydrogen and a substituted or unsubstituted(C₁₋₈)alkyl.

In another variation, Z is —NR₉R₁₀, where R₉ and R₁₀ are taken togetherto form a substituted or unsubstituted 5, 6, or 7 memberedheterocycloalkyl, heteroaryl, or heterobicycloaryl. In anotherparticular variation, R₉ and R₁₀ are taken together to form a pyrrole,pyrazole, triazole, imidazole, benzimidazole, indole, isoindole,piperidine, piperazine, pyrrolidine, homopiperazine, azetidine, andhexahydroazepine, each substituted or unsubstituted.

In another variation, Z is selected from the group consisting of

wherein p is 0-12 and each R₈ is independently selected from the groupconsisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, hydroxy,alkyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, alkoxy, carbonyl group, iminogroup, sulfonyl group and sulfinyl group, each substituted orunsubstituted.

In another variation, Z is selected from the group consisting of:

wherein r is 0-1 3 and each R₈ is independently selected from the groupconsisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, hydroxy,alkyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, alkoxy, carbonyl group, iminogroup, sulfonyl group and sulfinyl group, each substituted orunsubstituted.

In another variation, Z is selected from the group consisting of(C₉₋₁₂)bicycloaryl and hetero(C₄₋₁₂)bicycloaryl, each substituted orunsubstituted.

In another variation, Z is a substituted or unsubstituted heteroarylselected from the group consisting of furan, thiophene, pyrrole,pyrazole, triazole, isoxazole, oxazole, thiazole, isothiazole,oxadiazole, pyridine, pyridazine, pyrimidine, pyrazine, triazine,benzofuran, isobenzofuran, benzothiophene, isobenzothiophene, imidazole,benzimidazole, indole, isoindole, quinoline, isoquinoline, cinnoline,quinazoline, naphthyridine, pyridopyridine, quinoxaline, phthalazine,and benzothiazole, each substituted or unsubstituted.

In another variation, Z is selected from the group consisting of3-amino-piperidinyl-1-yl, 3-aminomethyl-pyrrolidin-1-yl,3-aminoazetidin-1-yl, 3-amino-3-methylpiperidin-1-yl,3-aminocyclopent-1-yl, 3-aminomethylcyclopent-1-yl,3-aminomethylcyclohex-1-yl, 3-aminohexahydroazepin-1-yl,3-amino-cyclohex-1-yl, piperazin-1-yl, homopiperazin-1-yl,3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.

In another variation, Z is selected from the group consisting of halo,thio, and hydroxyl.

Substituent R₁:

In one variation R₁ is selected from the group consisting of(C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₈₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group, sulfonylgroup and sulfinyl group, each substituted or unsubstituted.

In another variation, R₁ is selected from the group consisting of:

wherein

-   -   A is S, O, or NR₂₁;    -   B is CR₂₀ or N;    -   R₂₀ is independently selected from the group consisting of        hydrogen, halo, perhalo(C₁₋₁₀)alkyl, amino, thio, cyano, CF₃,        nitro, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,        aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, imino group, carbonyl group, aminosulfonyl,        alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, sulfinyl group;        and    -   R₂₁ is independently selected from the group consisting of        hydrogen, perhalo(C₁₋₁₀)alkyl, amino, (C₁₋₁₀)alkyl,        (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,        heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,        hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl        (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,        heteroaryloxy, imino group, carbonyl group, aminosulfonyl,        alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, sulfinyl group.

In another variation, R₁ is selected from the group consisting of:

wherein

-   -   t is 0, 1, 2, or 3; and    -   each R₇ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted.

In another variation, R₁ is selected from the group consisting of:

wherein

-   -   t is 0, 1, 2, or 3; and    -   each R₇ is independently selected from the group consisting of        halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl,        aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,        heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,        heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,        cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group,        sulfonyl group and sulfinyl group, each substituted or        unsubstituted.        Substituents R₅ and R₆:

In one variation, R₅ and R₆ are each independently selected from thegroup consisting of hydrogen, a substituted or unsubstituted(C₁₋₁₀)alkyl, a substituted or unsubstituted (C₁₋₁₀)alkoxy, cyano, andhalo, or where R₅ and R₆ are taken together to form a ring.

In one variation, R₅ and R₆ are taken together to form a ring.

In another variation, at least one of R₅ and R₆ is a substituted orunsubstituted —(C₁₋₈)alkyleneR₁₇, wherein R₁₇ is selected from the groupconsisting of (C₃₋₁₂)cycloalkyl, hetero(C₄₋₁₂)cycloalkyl, (C₆₋₁₂)aryl,hetero(C₅₋₁₂)aryl, (C₉₋₁₂)bicycloalkyl, hetero(C₉₋₁₂)bicycloalkyl,(C₉₋₁₂)bicycloaryl and hetero(C₈₋₁₂)bicycloaryl, each substituted orunsubstituted.

In another variation, at least one of R₅ and R₆ is optionallysubstituted by one to three radicals selected from the group consistingof (C₁₋₆)alkyl, cyano, halo, nitro, halo-substituted(C₁₋₆)alkyl,—NR₁₈R₁₈, —NR₁₈C(O)OR₁₈, —NR₁₈C(O)NR₁₈R₁₈, —NR₁₈C(NR₁₈)NR₁₈R₁₈, —OR₁₈,—SR₁₈, —C(O)OR₁₈, —C(O)NR₁₈R₁₈, —S(O)₂NR₁₈R₁₈, —P(O)(OR₁₈)OR₁₈,—OP(O)(OR₁₈)OR₁₈, —NR₁₈C(O)R₁₈, —S(O)R₁₈, —S(O)₂R₁₈,—(C₁₋₈)alkyleneC(O)R₁₈, —(C₁₋₈)alkyleneNR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)OR₁₈, —(C₁₋₈)alkyleneNR₁₈C(O)NR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(NR₁₈)NR₁₈R₁₈, —(C₁₋₈)alkyleneOR₁₈,—(C₁₋₈)alkyleneSR₁₈, —(C₁₋₈)alkyleneC(O)OR₁₈,—(C₁₋₈)alkyleneC(O)NR₁₈R₁₈, —(C₁₋₈)alkyleneS(O)₂NR₁₈R₁₈,—(C₁₋₈)alkyleneP(O)(OR₁₈)OR₁₈, —(C₁₋₈)alkyleneOP(O)(OR₁₈)OR₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)R₁₈, —(C₁₋₈)alkyleneS(O)R₁₈,—(C₁₋₈)alkyleneS(O)₂R₁₈ and —(C₁₋₈)alkyleneC(O)R₁₈ where each R₁₈substituent is independently selected from the group consisting ofhydrogen and a substituted or unsubstituted (C₁₋₈)alkyl.

According to each of the above variations, at least one of R₅ and R₆ isoptionally substituted by one to three radicals selected from the groupconsisting of —NH₂, —NHC(NH)NH₂, —OH, —SH, —C(O)OH and —C(O)NH₂.

In one variation, the present invention comprises compounds where R₅ andR₆ are hydrogen. In another variation, the present invention comprisescompounds where R₅ and R₆ are hydrogen and n is 1 or 2.

In still another variation, R₅ and R₆ are hydrogen and each R₇ isindependently selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl, aryl,heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, cyano, nitro, hydroxy,alkoxy, carbonyl group, imine group, sulfonyl group and sulfinyl group,each substituted or unsubstituted. In yet another variation, R₅ and R₆are hydrogen and two R₇ are taken together to form a substituted orunsubstituted, fused or bridged ring.

In another variation, the present invention comprises compounds where R₅and R₆ are hydrogen and two R₇ are taken together to form a substitutedor unsubstituted fused or bridged ring. In yet another variation, two R₇are taken together to form a substituted or unsubstituted fused ring. Instill another variation, two R₇ are taken together to form a substitutedor unsubstituted bridged ring.

In yet another variation, the present invention comprises compoundswhere R₅ and R₆ are hydrogen, n is 1, and R₇ is 2-cyano. In stillanother variation, the present invention comprises compounds where R₅and R₆ are hydrogen and R₇ is 2-cyano.

In yet another variation, the present invention comprises compoundswhere n is 1, 2, or 3; R₅ and R₆ are hydrogen; and each R₇ isindependently selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, CF₃, heteroaryl, aryloxy, heteroaryloxy, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted.

In another variation, the present invention comprises compounds where nis 1 or 2; Z is selected from the group consisting of alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group, sulfonylgroup and sulfinyl group, and a substituted or unsubstituted 4, 5, 6, or7 membered ring; and R₅ and R₆ are hydrogen.

Substituent O:

In one variation, Q is selected from the group consisting of CO, SO, SO₂and C═NR₄, where R₄ is selected from the group consisting of hydrogen,(C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl, arylalkyl,heteroarylalkyl, bicycloaryl, heterobicycloaryl, each substituted orunsubstituted. In another variation, Q is selected from the groupconsisting of CO, SO and SO₂. In yet another variation, Q is selectedfrom the group consisting of CO and SO₂. In still another variation, Qis C═NR₄, where R₄ is selected from the group consisting of alkyl,cycloalkyl, heterocycloalkyl, aryl, heteroaryl, arylalkyl,heteroarylalkyl, bicycloaryl, and heterobicycloaryl, each substituted orunsubstituted.

Substituents R₂ and R₃:

In one variation, R₂ and R₃ are each independently selected from thegroup consisting of hydrogen, halo, perhalo(C₁₋₁₀)alkyl, amino, cyano,nitro, thio, (C₁₋₁₀)alkyl, alkene, alkyne, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl,imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, imine group, sulfonylgroup and sulfinyl group, each substituted or unsubstituted. In anothervariation, at least one of R₂ and R₃ is hydrogen. In another variation,at least one of R₂ and R₃ is selected from the group consisting of —NH₂,—NHCH₃, —N(CH₃)₂, —NHC₁₋₃-alkyl, and —N(C₁₋₃alkyl)₂, each substituted orunsubstituted. In yet another variation, R₂ and/or R₃ is selected fromthe group consisting of hydrogen, halo, perhalo(C₁₋₁₀)alkyl, amino,cyano, nitro, thio, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl,imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, imine group, sulfonylgroup and sulfinyl group, each substituted or unsubstituted.

In another particular variation, at least one of R₂ and R₃ is selectedfrom the group consisting of a (C₂₋₁₀)alkenyl; an amino, (C₁₋₁₀)alkyl,or alkoxy carbonyl (C₁₋₃)alkenyl; an amino, (C₁₋₁₀)alkyl, or alkoxythiocarbonyl (C₁₋₃)alkenyl; an amino, (C₁₋₁₀)alkyl, or alkoxy sulfonyl(C₁₋₃)alkenyl; an amino, (C₁₋₁₀)alkyl, or alkoxy sulfinyl (C₁₋₃)alkenyl;an amino, (C₁₋₁₀)alkyl, or alkoxy imino (C₁₋₃)alkenyl; an aryl(C₁₋₅)alkenyl; and a heteroaryl (C₁₋₅) alkenyl, each substituted orunsubstituted. In yet another particular variation, at least one of R₂and R₃ is selected from the group consisting of a (C₂₋₁₀)alkynyl; anamino, (C₁₋₁₀)alkyl, or alkoxy carbonyl (C₁₋₃)alkynyl; an amino,(C₁₋₁₀)alkyl, or alkoxy thiocarbonyl (C₁₋₃)alkynyl; an amino,(C₁₋₁₀)alkyl, or alkoxy sulfonyl (C₁₋₃)alkynyl; an amino, (C₁₋₁₀)alkyl,or alkoxy sulfinyl (C₁₋₃)alkynyl; an amino, (C₁₋₁₀)alkyl, or alkoxyimino (C₁₋₃)alkynyl; an aryl (C₁₋₅) alkynyl; and heteroaryl(C₁₋₅)alkynyl, each substituted or unsubstituted. In another variation,at least one of R₂ and R₃ is substituted or unsubstituted(C₃₋₇)cycloalkyl. In yet another variation, at least one of R₂ and R₃ issubstituted or unsubstituted (C₃₋₇)heterocycloalkyl.

In another particular variation, at least one of R₂ and R₃ issubstituted or unsubstituted aryl. In yet another variation, at leastone of R₂ and R₃ is substituted or unsubstituted phenyl. In anothervariation, at least one of R₂ and R₃ is selected from the groupconsisting of 2-fluorophenyl, 4-fluorostyryl, 2-methoxyphenyl,pyrrolidin-1-yl, imidazolyl, and 3-furanyl, each substituted orunsubstituted.

In another variation, at least one of R₂ and R₃ is substituted orunsubstituted heteroaryl. In yet another variation, at least one of R₂and R₃ is selected from the group consisting of hydrogen, cyano, —CF₃,and hydroxy. In still another variation, R₂ is hydrogen or hydroxyl. Inanother variation, R₃ is selected from the group consisting of I, Br,Cl, and F. In yet another particular variation, at least one of R₂ andR₃ is —OR₁₃ where R₁₃ is selected from the group consisting of alkyl,cycloalkyl, aryl, heteroaryl, heterocycloalkyl, arylalkyl,heteroarylalkyl, bicycloaryl, and heterobicycloaryl, each substituted orunsubstituted.

In one variation, at least one of R₂ and R₃ is a carbonyl group. Inanother variation, at least one of R₂ and R₃ is selected from the groupconsisting of an aldehyde, acid, amide, and ester. In another variation,R₂ and/or R₃ is selected from the group consisting ofpyrrolidin-1-ylcarbonyl, piperidin-1-ylcarbonyl, andmorpholin-4-ylcarbonyl, each substituted or unsubstituted. In yetanother variation, R₃ is selected from the group consisting of —SH,—SCH₃, and —S(C₁₋₃)alkyl, each substituted or unsubstituted. In yetanother variation, at least one of R₂ and R₃ is —NR₁₄R₁₅ where R₁₄ isselected from the group consisting of (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, (C₆₋₁₂)aryl, hetero(C₅₋₁₂)aryl,(C₉₋₁₂)bicycloaryl and hetero(C₈₋₁₂)bicycloaryl, each substituted orunsubstituted, and R₁₅ is selected from the group consisting of hydrogenand a substituted or unsubstituted (C₁₋₈)alkyl, and where R₁₄ and R₁₅together are —(CH₂)₄₋₅— optionally interrupted by one O, S, NH—N(C₁₋₃)alkyl group, unsubstituted or substituted.

In another variation, at least one of R₂ and R₃ is selected from thegroup consisting of a (C₁₋₃)alkyl; an amino, (C₁₋₁₀)alkyl, or alkoxycarbonyl (C₁₋₃)alkyl; an amino, (C₁₋₁₀)alkyl, or alkoxy thiocarbonyl(C₁₋₃)alkyl; an amino, (C₁₋₁₀)alkyl, or alkoxy sulfonyl (C₁₋₃)alkyl; anamino, (C₁₋₁₀)alkyl, or alkoxy sulfinyl (C₁₋₃)alkyl; an amino,(C₁₋₁₀)alkyl, or alkoxy imino (C₁₋₃)alkyl; an aryl (C₁₋₅)alkyl; and aheteroaryl (C₁₋₅)alkyl, each unsubstituted or substituted.

In another particular variation, at least one of R₂ and R₃ is selectedfrom the group consisting of 1,2-dihydro-2-oxo-pyridinyl-,1,4-dihydro-4-oxo-pyridinyl-, 2,3-dihydro-3-oxo-pyridazinyl-,1,2,3,6-tetrahydro-3,6-dioxo-pyridazinyl-,1,2-dihydro-2-oxo-pyrimidinyl-, 3,4-dihydro-4-oxo-pyrimidinyl-,1,2,3,4-tetrahydro-2,4-dioxo-pyrimidinyl-, 1,2-dihydro-2-oxo-pyrazinyl,1,2,3,4-tetrahydro-2,3-dioxo-pyrazinyl-, 2,3-dihydro-2-oxo-indolyl-,2,3-dihydrobenzofuranyl-, 2,3-dihydro-2-oxo-1H-benzimidazolyl-,2,3-dihydro-2-oxo-benzoxazolyl-, 1,2-dihydro-2-oxo-quinolinyl-,1,4-dihydro-4-oxo-quinolinyl-, 1,2-dihydro-1-oxo-iso-quinolinyl-,1,4-dihydro-4-oxo-cinnolinyl-, 1,2-dihydro-2-oxo-quinazolinyl-,1,4-dihydro-4-oxo-quinazolinyl-,1,2,3,4-tetrahydro-2,4-dioxo-quinazolinyl-,1,2-dihydro-2-oxo-quinoxalinyl-,1,2,3,4-tetrahydro-2,3-dioxo-quinoxalinyl-,1,2-dihydro-1-oxo-phthalazinyl-,1,2,3,4-tetrahydro-1,4-dioxo-phthalazinyl-, chromanyl-, cumarinyl-,2,3-dihydro-benzo[1,4]dioxinyl-, and3,4-dihydro-3-oxo-2H-benzo[1,4]oxazinyl-, each unsubstituted orsubstituted.

In one variation, at least one of R₂ and R₃ is not hydrogen. In anothervariation, R₂ and R₃ are both not hydrogen.

In one variation, the present invention comprises compounds where R₂ orR₃ is selected from the group consisting of —NH₂, —NHCH₃, —N(CH₃)₂,—NHC₁₋₃-alkyl, and —N(C₁₋₃-alkyl)₂ each unsubstituted or substituted;and Z is selected from the group consisting of 3-amino-piperidinyl-1-yl,3-aminomethyl-pyrrolidin-1-yl, 3-aminoazetidin-1-yl,3-amino-3-methylpiperidin-1-yl, 3-aminocyclopent-1-yl,3-aminomethylcyclopent-1-yl, 3-aminomethylcyclohex-1-yl,3-aminohexahydroazepin-1-yl, 3-amino-cyclohex-1-yl, piperazin-1-yl,homopiperazin-1-yl, 3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.

In another variation, the present invention comprises compounds where Qis CO; and R₁ is selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(2-aryl)phenyl;—(CH₂)-(3-aryl)phenyl; —(CH₂)-(2-heteroaryl)phenyl;—(CH₂)-(3-heteroaryl)phenyl; —(CH₂)-2-bromo-5-fluoro phenyl;—(CH₂)-2-chloro-5-fluoro phenyl; —(CH₂)-2-cyano-5-fluoro phenyl;—(CH₂)-2,5-dichloro phenyl; —(CH₂)-2,5-difluoro phenyl;—(CH₂)-2,5-dibromo phenyl; —(CH₂)-2-bromo-3,5-difluoro phenyl;—(CH₂)-2-chloro-3,5-difluoro phenyl; —(CH₂)-2,3,5-trifluoro phenyl;—(CH₂)-2,3,5,6-tetrafluorophenyl; —(CH₂)-2-bromo-3,5,6-trifluoro phenyl;—(CH₂)-2-chloro-3,5,6-trifluoro phenyl; —(CH₂)-2-cyano-3,5-difluorophenyl; —(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.

In another variation, the present invention comprises compounds where Qis CO; and Z is selected from the group consisting of3-amino-piperidinyl-1-yl, 3-aminomethyl-pyrrolidin-1-yl,3-aminoazetidin-1-yl, 3-amino-3-methylpiperidin-1-yl,3-aminocyclopent-1-yl, 3-aminomethylcyclopent-1-yl,3-aminomethylcyclohex-1-yl, 3-aminohexahydroazepin-1-yl,3-amino-cyclohex-1-yl, piperazin-1-yl, homopiperazin-1-yl,3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.

In another variation, the present invention comprises compounds where Qis SO; and R₁ is selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.

In another variation, the present invention comprises compounds where Qis SO; and Z is selected from the group consisting of3-amino-piperidinyl-1-yl, 3-aminomethyl-pyrrolidin-1-yl,3-aminoazetidin-1-yl, 3-amino-3-methylpiperidin-1-yl,3-aminocyclopent-1-yl, 3-aminomethylcyclopent-1-yl,3-aminomethylcyclohex-1-yl, 3-aminohexahydroazepin-1-yl,3-amino-cyclohex-1-yl, piperazin-1-yl, homopiperazin-1-yl,3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.

In another variation, the present invention comprises compounds where Qis SO₂; and R₁ is selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.

In another variation, the present invention comprises compounds where Qis SO₂; and Z is selected from the group consisting of3-amino-piperidinyl-1-yl, 3-aminomethyl-pyrrolidin-1-yl,3-aminoazetidin-1-yl, 3-amino-3-methylpiperidin-1-yl,3-aminocyclopent-1-yl, 3-aminomethylcyclopent-1-yl,3-aminomethylcyclohex-1-yl, 3-aminohexahydroazepin-1-yl,3-amino-cyclohex-1-yl, piperazin-1-yl, homopiperazin-1-yl,3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.

In another variation, the present invention comprises compounds where Qis CO; -L-X together are selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted;and Z is selected from the group consisting of 3-amino-piperidinyl-1-yl,3-aminomethyl-pyrrolidin-1-yl, 3-aminoazetidin-1-yl,3-amino-3-methylpiperidin-1-yl, 3-aminocyclopent-1-yl,3-aminomethylcyclopent-1-yl, 3-aminomethylcyclohex-1-yl,3-aminohexahydroazepin-1-yl, 3-amino-cyclohex-1-yl, piperazin-1-yl,homopiperazin-1-yl, 3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.

In another variation, the present invention comprises compounds where Qis SO; -L-X together are selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted;and Z is selected from the group consisting of 3-amino-piperidinyl-1-yl,3-aminomethyl-pyrrolidin-1-yl, 3-aminoazetidin-1-yl,3-amino-3-methylpiperidin-1-yl, 3-aminocyclopent-1-yl,3-aminomethylcyclopent-1-yl, 3-aminomethylcyclohex-1-yl,3-aminohexahydroazepin-1-yl, 3-amino-cyclohex-1-yl, piperazin-1-ylhomopiperazin-1-yl, 3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.

In another variation, the present invention comprises compounds where Qis SO₂; -L-X together are selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2—CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3—CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted;and Z is selected from the group consisting of 3-amino-piperidinyl-1-yl,3-aminomethyl-pyrrolidin-1-yl, 3-aminoazetidin-1-yl,3-amino-3-methylpiperidin-1-yl, 3-aminocyclopent-1-yl,3-aminomethylcyclopent-1-yl, 3-aminomethylcyclohex-1-yl,3-aminohexahydroazepin-1-yl, 3-amino-cyclohex-1-yl, piperazin-1-yl,homopiperazin-1-yl, 3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.

Compounds according to any one of Formulas I-XVII may be such that R₂and R₃ are taken together to form an unsubstituted or substituted 5 or 6membered ring. The ring formed may be a substituted or unsubstitutedheterocycloalkyl or a heteroaryl ring.

In one particular variation, the ring formed is a substituted orunsubstituted heteroaryl and may optionally be selected from the groupconsisting of pyrrole, pyrazole, triazole, isoxazole, oxazole, thiazole,isothiazole, oxadiazole, pyridine, pyridazine, pyrimidine, pyrazine,triazine, imidazole, benzimidazole, indole, isoindole, quinoline,isoquinoline, cinnoline, quinazoline, naphthyridine, pyridopyridine,quinoxaline, phthalazine, benzothiazole, thiophene, furan and pyran.

In another particular variation, the ring formed is a substituted orunsubstituted heterocycloalkyl and may be optionally selected from thegroup consisting of pyrrolidinyl, piperazinyl, piperidinyl, morpholinyl,thiazolidinyl, oxazolidinyl, imidazolidinyl, pyrazolidinyl, indolinyl,isoindolinyl, isothiazolidinyl, isoxazolidinyl, tetrahydrothiophene,tetrahydrofuranyl, tetrahydropyranyl, dioxolanyl, and oxepanyl.

R₂ and R₃ may optionally be taken together to form a 5 or 6-memberedring where the ring comprises at least one CO group. The 5 or 6-memberedring formed by R₂ and R₃ may also optionally comprise 1-3 nitrogen ringatoms. In one variation, the 5 or 6-membered ring comprises a sulfurring atom. In another variation, the 5 or 6-membered ring comprises asulfur ring atom that is in an oxidized form as SO or SO₂.

The ring formed by taking R₂ and R₃ together may also optionallycomprise substituents that form a ring fused to the ring formed by R₂and R₃. The fused ring may be further substituted or unsubstituted, andmay be a saturated or unsaturated ring. In one variation, the fused ringis a heterocyclic ring.

The ring formed by taking R₂ and R₃ together may also be furthersubstituted such that a 3, 4, 5, 6 or 7 membered bridging ring is formedwith the 5 or 6 membered ring. The 3, 4, 5, 6 or 7 membered ring may befurther substituted or unsubstituted, and may be a saturated orunsaturated ring. In another variation, the 3, 4, 5, 6 or 7 memberedbridged ring may be a heterocyclic ring.

By taking R₂ and R₃ together to form a ring, DPP-IV inhibitors of thepresent invention may optionally comprise the formula:

where j, k, m, n are each independently selected from the group ofmoieties where the ring atom is either C or N; and the othersubstituents are as otherwise specified herein.

In one variation of this embodiment, j, k, m and/or n is CR₂₂, where R₂₂is independently selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, alkyl, aryl, heteroaryl,aminosulfonyl, alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, aryloxy,heteroaryloxy, arylalkyl, heteroarylalkyl, cycloalkyl, heterocycloalkyl,amino, thio, alkoxy, a carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted. In a particularvariation, k is CR₂₂ where R₂₂ is independently selected from the groupconsisting of chloro, bromo, fluoro, iodo, methoxy, morpholin-4-yl,pyrrolidin-1-yl, and heteroaryloxy, each substituted or unsubstituted.

In another variation, j, k, m, and n each comprise a carbon ring atom.In another variation, j comprises a nitrogen ring atom. In anothervariation, k comprises a nitrogen ring atom. In another variation, mcomprises a nitrogen ring atom. In another variation, n comprises anitrogen ring atom.

In yet another variation, j and m each comprise a nitrogen ring atom orj and k each comprise a nitrogen ring atom. In another variation, k andm each comprise a nitrogen ring atom. In another variation, k and n eachcomprise a nitrogen ring atom. In yet another variation, j and n eachcomprise a nitrogen ring atom, or m and n each comprise a nitrogen ringatom.

In yet another variation, at least two of j, k, m and n comprise anitrogen ring atom. In another variation, at least three of j, k, m andn comprise a nitrogen ring atom.

According to each of the above variations, the ring formed by j, k, m, nmay comprise substituents that form a ring fused to or bridged to thering formed by j, k, m, n.

Also according to each of the above variations, DPP-IV inhibitors maycomprise the formula illustrated below

with substitution at the 6 and/or the 7-positions. It is believed thatcompounds that are substituted at the 6-position, the 7-position, orboth the 6 and 7 positions exhibit desirable metabolic stability.

By taking R₂ and R₃ together to form a ring, DPP-IV inhibitors of thepresent invention may also optionally comprise one of the belowformulae:

wherein each R₂₃ is independently selected from the group consisting ofhydrogen, halo, perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, alkyl, alkene,alkyne, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, alkoxy, carbonyl group, iminegroup, sulfonyl group and sulfinyl group, each substituted orunsubstituted, with the proviso that R₂₃ is not alkylthio, arylthio,halo, cyano, nitro, and thio in the case where the ring atom to whichR₂₃ is bound is nitrogen; and the other substituents are as otherwisespecified herein.

In one variation, two R₂₃ are taken together to form a substituted orunsubstituted fused, bridged or spiro ring.

By taking R₂ and R₃ together to form a ring, DPP-IV inhibitors of thepresent invention may also optionally comprise the below formula:

wherein p, q, and r are each independently selected from the group ofmoieties where the ring atom is either C, N, O or S; and the othersubstituents are as otherwise specified herein.

In one variation, at least one of p, q, and r is CO. In anothervariation, at least one of p, q, and r is SO. In another variation, atleast one of p, q, and r is SO₂. In another variation, at least one ofp, q, and r comprises a ring nitrogen atom. In yet another variation, atleast two of p, q, and r comprises a ring nitrogen atom.

In another variation, q and r are taken together to form a substitutedor unsubstituted bridged ring relative to the ring formed by p, q, andr. In yet another variation, two of p, q, and r are taken together toform a substituted or unsubstituted ring fused to the ring formed by p,q, and r.

By taking R₂ and R₃ together to form a ring, DPP-IV inhibitors of thepresent invention may also optionally comprise one of the belowformulae:

wherein each R₂₃ is independently selected from the group consisting ofhydrogen, halo, perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, alkyl, alkene,alkyne, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, alkoxy, carbonyl group, iminegroup, sulfonyl group and sulfinyl group, each substituted orunsubstituted, with the proviso that R₂₃ is not alkylthio, arylthio,halo, cyano, nitro, and thio in the case where the ring atom to whichR₂₃ is bound is nitrogen; and the other substituents are as otherwisespecified herein.

In one variation, two R₂₃ are taken together to form a substituted orunsubstituted bridged or spiro ring.

By taking R₂ and R₃ together to form a ring, DPP-IV inhibitors of thepresent invention may also optionally comprise one of the belowformulae:

wherein p, q, and r are each independently selected from the group ofmoieties where the ring atom is either C, N, O or S; and thesubstituents are as otherwise specified herein.

In one variation, DPP-IV inhibitors of the present invention compriseone of the above formulae wherein r and/or q is selected from the groupconsisting of CO, SO or SO₂. In another variation, q comprises a ringnitrogen atom. In another variation, p comprises a ring nitrogen atom.In yet another variation, r comprises a ring nitrogen atom. In anothervariation, at least two of p, q, and r comprise a ring nitrogen atom. Inyet another variation, two of p, q, and r are taken together andsubstituted through available valencies to form a substituted orunsubstituted ring fused or bridged to the ring formed by p, q, and r.In yet another variation, two of p, q, and r are taken together to forma bridged or fused ring.

By taking R₂ and R₃ together to form a ring, DPP-IV inhibitors of thepresent invention may also optionally comprise one of the belowformulae:

wherein j, k, m, n are each independently selected from the group ofmoieties where the ring atom is either C, N, O or S; and the othersubstituents are as otherwise specified herein.

In one variation, j, k, m and n each comprise a carbon ring atom. Inanother variation, at least one of j, k, m and n comprise a nitrogenring atom. In another variation, j and k each comprises a nitrogen ringatom or j and k each comprise a nitrogen ring atom. In anothervariation, k and m each comprises a nitrogen ring atom or k and n eachcomprises a nitrogen atom. In yet another variation, j and n eachcomprises a nitrogen ring atom or m and n each comprise a nitrogen ringatom.

In another variation, at least two of j, k, m and n comprise a nitrogenring atom. In yet another variation, at least three of j, k, m and ncomprise a nitrogen ring atom.

In another variation of the invention, at least one of j, k, m and n isCO. In another variation, at least one of j, k, m and n is SO. In yetanother variation, at least one of j, k, m and n is SO₂.

In another variation, the ring formed by j, k, m, n comprisessubstituents, through available valencies, that form a ring fused orbridged to the ring formed by j, k, m, n.

By taking R₂ and R₃ together to form a ring, DPP-IV inhibitors of thepresent invention may also optionally comprise the below formula:

wherein j, k, m, n are each independently selected from the group ofmoieties where the ring atom is either C, N, O or S; and the othersubstituents are as otherwise specified herein.

In one variation of the invention, at least one of j, k, m and n is CO.In another variation, at least one of j, k, m and n is SO. In yetanother variation, at least one of j, k, m and n is SO₂.

In another variation, j, k, m and n each comprise a carbon ring atom.

In another variation, j comprises a nitrogen ring atom. In yet anothervariation, k comprises a nitrogen ring atom. In another variation, mcomprises a nitrogen ring atom. In yet another variation, n comprises anitrogen ring atom.

In another variation, j and k each comprise a nitrogen ring atom or jand m each comprise a nitrogen ring atom. In yet another variation, kand m each comprise a nitrogen ring atom or k and n each comprise anitrogen atom. In another variation, j and n each comprise a nitrogenring atom or m and n each comprise a nitrogen ring atom. In yet anothervariation, at least two of j, k, m and n comprise a nitrogen ring atom.In another variation, at least three of j, k, m and n comprise anitrogen ring atom.

In another variation of the invention, the ring formed by j, k, m, and ncomprises substituents that form a ring fused to the ring formed by j,k, m, and n. In yet another variation, the ring formed by j, k, m, and ncomprises substituents that form a bridged ring relative to the ringformed by j, k, m, and n.

Substituents M and R₁₉:

In one embodiment, M is a moiety providing 1, 2, 3, 4, 5, or 6 atomseparation between R₁₉ and the ring to which M is attached. In onevariation, M provides 1, 2, 3, or 4 atom separation between R₁₉ and thering. In another variation, M provides 1, 2, or 3 atom separationbetween R₁₉ and the ring.

In yet another variation, M is selected from the group consisting of—CH₂—, —CH₂CH₂—, —CH₂CH₂CH₂—, —C(O)—, —CH₂C(O)—, —C(O)CH₂—,—CH₂—C(O)CH₂—, —C(O)CH₂CH₂—, —CH₂CH₂C(O)—, —O—, —OCH₂—, —CH₂O—,—CH₂OCH₂—, —OCH₂CH₂—, —CH₂CH₂O—, —N(CH₃)—, —NHCH₂—, —CH₂NH—, —CH₂NHCH₂—,—NHCH₂CH₂—, —CH₂CH₂NH—, —NH—C(O)—, —NCH₃—C(O)—, —C(O)NH—, —C(O)NCH₃—,—NHC(O)CH₂—, —C(O)NHCH₂—, —C(O)CH₂NH—, —CH₂NHC(O)—, —CH₂C(O)NH—,—NHCH₂C(O)—, —S—, —SCH₂—, —CH₂S—, —SCH₂CH₂—, —CH₂SCH₂—, —CH₂CH₂S—,—C(O)S—, —C(O)SCH₂—, —CH₂C(O)S—, —C(O)CH₂S—, and —CH₂SC(O)—, eachunsubstituted or substituted.

In one embodiment, R₁₉ comprises a basic nitrogen atom that is capableof interacting with a carboxylic acid side chain of an active siteresidue of a protein. In one variation, R₁₉ is selected from the groupconsisting of a primary, secondary, or tertiary amine, aheterocycloalkyl comprising a nitrogen ring atom, and a heteroarylcomprising a nitrogen ring atom. In another variation, R₁₉ is selectedfrom the group consisting of a substituted or unsubstituted 3, 4, 5, 6,or 7 membered ring wherein at least one substituent is selected from thegroup consisting of a primary, secondary, or tertiary amine, aheterocycloalkyl comprising a nitrogen ring atom, and a heteroarylcomprising a nitrogen ring atom.

In still another variation, the basic nitrogen of R₁₉ is separated fromthe ring atom to which M is attached by between 1-5 atoms. In anothervariation, the basic nitrogen of R₁₉ forms part of a primary, secondary,or tertiary amine. In yet a further variation, R₁₉ is selected from thegroup consisting of a heterocycloalkyl comprising a nitrogen ring atomor a heteroaryl comprising a nitrogen ring atom.

In one variation, -MR₁₉ is selected from the group consisting of:

wherein p is 0-12 and each R₈ is independently selected from the groupconsisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, hydroxy,alkyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, alkoxy, carbonyl group, iminogroup, sulfonyl group and sulfinyl group, each substituted orunsubstituted, with the proviso that at least one R₈ includes the basicnitrogen of R₁₉.

In another variation, -MR₁₉ is selected from the group consisting of:

wherein r is 0-13 and each R₈ is independently selected from the groupconsisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, hydroxy,alkyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, alkoxy, carbonyl group, iminogroup, sulfonyl group and sulfinyl group, each substituted orunsubstituted, with the proviso that at least one R₈ includes the basicnitrogen of R₁₉.

In one particular variation, at least one R₈ is a primary, secondary, ortertiary amine. In another particular variation, at least one R₈ is asubstituted or unsubstituted heterocycloalkyl comprising a nitrogen ringatom or a substituted or unsubstituted heteroaryl comprising a nitrogenring atom. In still another variation, at least one R₈ is selected fromthe group consisting of —NH₂, —NH(C₁₋₅ alkyl), —N(C₁₋₅ alkyl)₂,piperazine, imidazole, and pyridine.

Particular Examples of Synthetic Intermediates

In one embodiment, particular examples of synthetic intermediates usefulfor the production of DPP-IV inhibitors according to the presentinvention include, but are not limited to:

In another embodiment, particular examples of synthetic intermediatesuseful for the production of DPP-IV inhibitors according to the presentinvention include, but are not limited to:

Particular examples of DPP-IV inhibitors according to the presentinvention include, but are not limited to:

In another embodiment, the present invention provides the compounds inthe form of a pharmaceutically acceptable salt. In yet anotherembodiment, the present invention provides the compounds present in amixture of stereoisomers. In yet another embodiment, the presentinvention provides the compounds as a single stereoisomer.

In yet another embodiment, the present invention provides pharmaceuticalcompositions comprising the compound as an active ingredient. In yetanother variation, the present invention provides pharmaceuticalcompositions wherein the composition is a solid formulation adapted fororal administration. In yet another particular variation, the presentinvention provides pharmaceutical composition wherein the composition isa tablet. In another particular variation, the present inventionprovides the pharmaceutical composition wherein the composition is aliquid formulation adapted for oral administration. In yet anotherparticular variation, the present invention provides pharmaceuticalcomposition wherein the composition is a liquid formulation adapted forparenteral administration.

In yet another particular variation, the present invention provides thepharmaceutical composition comprising the compound of the inventionwherein the composition is adapted for administration by a routeselected from the group consisting of orally, parenterally,intraperitoneally, intravenously, intraarterially, transdermally,sublingually, intramuscularly, rectally, transbuccally, intranasally,liposomally, via inhalation, vaginally, intraoccularly, via localdelivery (for example by catheter or stent), subcutaneously,intraadiposally, intraarticularly, and intrathecally.

In another embodiment, the present invention provides a kit comprising acompound of the present invention and instructions which comprise one ormore forms of information selected from the group consisting ofindicating a disease state for which the compound is to be administered,storage information for the compound, dosing information andinstructions regarding how to administer the compound. In anotherembodiment, the present invention provides the kit that comprises thecompound in a multiple dose form.

In another embodiment, the present invention provides an article ofmanufacture comprising a compound of the present invention, andpackaging materials. In another variation, the packaging materialcomprises a container for housing the compound. In yet anothervariation, the invention provides the article of manufacture wherein thecontainer comprises a label indicating one or more members of the groupconsisting of a disease state for which the compound is to beadministered, storage information, dosing information and/orinstructions regarding how to administer the composition.

In another variation, the present invention provides the article ofmanufacture wherein the article of manufacture comprises the compound ina multiple dose form.

In another embodiment, the present invention provides a method ofinhibiting DPP-IV comprising contacting DPP-IV with a compound accordingto the present invention.

In another embodiment, the present invention provides a method ofinhibiting DPP-IV comprising causing a compound according to the presentinvention to be present in a subject in order to inhibit DPP-IV in vivo.

In another embodiment, the present invention provides a method ofinhibiting DPP-IV comprising: administering a first compound to asubject that is converted in vivo to a second compound wherein thesecond compound inhibits DPP-IV in vivo, the second compound being acompound of the present invention.

In another embodiment, the present invention provides therapeutic methodcomprising: administering a compound according to the present inventionto a subject.

In another embodiment, the present invention provides a method oftreating a disease state for which DPP-IV possesses activity thatcontributes to the pathology and/or symptomology of the disease state,the method comprising causing a compound of the present invention to bepresent in a subject in a therapeutically effective amount for thedisease state.

In another embodiment, the present invention provides a method oftreating a disease where the disease is type I or type II diabetes.

In another embodiment, the present invention provides a method oftreating cancer in a patient in need thereof, comprising administeringto said patient a therapeutically effective amount of a compoundaccording to the present invention.

In yet another embodiment, the present invention provides a method oftreating cancer where the cancer treated is colorectal, prostate,breast, thyroid, skin, lung, or head and neck.

In another embodiment, the present invention provides a method oftreating autoimmune disorders such as, but not limited to, rheumatoidarthritis, psoriasis, and multiple sclerosis in a patient in needthereof, comprising administering to said patient a therapeuticallyeffective amount of a compound according to the present invention.

In another embodiment, the present invention provides a method oftreating a condition characterized by inadequate lymphocyte orhemapoietic cell activation or concentration in a patient in needthereof, comprising administering to said patient a therapeuticallyeffective amount of a compound according to the present invention.

In yet another embodiment, the present invention provides a method oftreating a condition characterized by inadequate lymphocyte orhemapoietic cell activation or concentration in a patient in needthereof, wherein the condition is a side effect of chemotherapy orradiation therapy.

In yet another embodiment, the present invention provides a method oftreating a condition characterized by inadequate lymphocyte orhemapoietic cell activation or concentration in a patient in needthereof, wherein the condition is a result of kidney failure.

In yet another embodiment, the present invention provides a method oftreating a condition characterized by inadequate lymphocyte orhemapoietic cell activation or concentration in a patient in needthereof, wherein the condition is a result of a bone marrow disorder.

In another embodiment, the present invention provides a method oftreating HIV infection in a patient in need thereof, comprisingadministering to said patient a therapeutically effective amount of acompound according to the present invention.

In another embodiment, the present invention provides a method oftreating a condition characterized by immunodeficiency symptoms in apatient in need thereof, comprising administering to said patient atherapeutically effective amount of a compound according to the presentinvention.

It is noted in regard to all of the embodiments, and any furtherembodiments, variations, or individual compounds described or claimedherein that all such embodiments, variations, and/or individualcompounds are intended to encompass all pharmaceutical acceptable saltforms whether in the form of a single stereoisomer or mixture ofstereoisomers unless it is specifically specified otherwise. Similarly,when one or more potentially chiral centers are present in any of theembodiments, variations, and/or individual compounds specified orclaimed herein, both possible chiral centers are intended to beencompassed unless it is specifically specified otherwise.

A. Salts, Hydrates, and Prodrugs of DPP-IV Inhibitors

It should be recognized that the compounds of the present invention maybe present and optionally administered in the form of salts, hydratesand prodrugs that are converted in vivo into the compounds of thepresent invention. For example, it is within the scope of the presentinvention to convert the compounds of the present invention into and usethem in the form of their pharmaceutically acceptable salts derived fromvarious organic and inorganic acids and bases in accordance withprocedures well known in the art.

When the compounds of the present invention possess a free base form,the compounds can be prepared as a pharmaceutically acceptable acidaddition salt by reacting the free base form of the compound with apharmaceutically acceptable inorganic or organic acid, e.g.,hydrohalides such as hydrochloride, hydrobromide, hydroiodide; othermineral acids and their corresponding salts such as sulfate, nitrate,phosphate, etc.; and alkyl and monoarylsulfonates such asethanesulfonate, toluenesulfonate and benzenesulfonate; and otherorganic acids and their corresponding salts such as acetate, tartrate,maleate, succinate, citrate, benzoate, salicylate and ascorbate. Furtheracid addition salts of the present invention include, but are notlimited to: adipate, alginate, arginate, aspartate, bisulfate,bisulfite, bromide, butyrate, camphorate, camphorsulfonate, caprylate,chloride, chlorobenzoate, cyclopentanepropionate, digluconate,dihydrogenphosphate, dinitrobenzoate, dodecylsulfate, fumarate,galacterate (from mucic acid), galacturonate, glucoheptaoate, gluconate,glutamate, glycerophosphate, hemisuccinate, hemisulfate, heptanoate,hexanoate, hippurate, hydrochloride, hydrobromide, hydroiodide,2-hydroxyethanesulfonate, iodide, isethionate, iso-butyrate, lactate,lactobionate, malate, malonate, mandelate, metaphosphate,methanesulfonate, methylbenzoate, monohydrogenphosphate,2-naphthalenesulfonate, nicotinate, nitrate, oxalate, oleate, pamoate,pectinate, persulfate, phenylacetate, 3-phenylpropionate, phosphate,phosphonate and phthalate. It should be recognized that the free baseforms will typically differ from their respective salt forms somewhat inphysical properties such as solubility in polar solvents, but otherwisethe salts are equivalent to their respective free base forms for thepurposes of the present invention.

When the compounds of the present invention possess a free acid form, apharmaceutically acceptable base addition salt can be prepared byreacting the free acid form of the compound with a pharmaceuticallyacceptable inorganic or organic base. Examples of such bases are alkalimetal hydroxides including potassium, sodium and lithium hydroxides;alkaline earth metal hydroxides such as barium and calcium hydroxides;alkali metal alkoxides, e.g. potassium ethanolate and sodiumpropanolate; and various organic bases such as ammonium hydroxide,piperidine, diethanolamine and N-methylglutamine. Also included are thealuminum salts of the compounds of the present invention. Further basesalts of the present invention include, but are not limited to: copper,ferric, ferrous, lithium, magnesium, manganic, manganous, potassium,sodium and zinc salts. Organic base salts include, but are not limitedto, salts of primary, secondary and tertiary amines, substituted aminesincluding naturally occurring substituted amines, cyclic amines andbasic ion exchange resins, e.g., arginine, betaine, caffeine,chloroprocaine, choline, N,N′-dibenzylethylenediamine (benzathine),dicyclohexylamine, diethylamine, 2-diethylaminoethanol,2-dimethylaminoethanol, ethanolamine, ethylenediamine,N-ethylmorpholine, N-ethylpiperidine, glucamine, glucosamine, histidine,hydrabamine, iso-propylamine, lidocaine, lysine, meglumine,N-methyl-D-glucamine, morpholine, piperazine, piperidine, polyamineresins, procaine, purines, theobromine, triethanolamine, triethylamine,trimethylamine, tripropylamine and tris-(hydroxymethyl)-methylamine(tromethamine). It should be recognized that the free acid forms willtypically differ from their respective salt forms somewhat in physicalproperties such as solubility in polar solvents, but otherwise the saltsare equivalent to their respective free acid forms for the purposes ofthe present invention.

Compounds of the present invention that comprise basicnitrogen-containing groups may be quaternized with such agents as(C₁₋₄)alkyl halides, e.g., methyl, ethyl, iso-propyl and tert-butylchlorides, bromides and iodides; di (C₁₋₄)alkyl sulfates, e.g.,dimethyl, diethyl and diamyl sulfates; (C₁₀₋₁₈)alkyl halides, e.g.,decyl, dodecyl, lauryl, myristyl and stearyl chlorides, bromides andiodides; and aryl (C₁₋₄)alkyl halides, e.g., benzyl chloride andphenethyl bromide. Such salts permit the preparation of bothwater-soluble and oil-soluble compounds of the present invention.

N-oxides of compounds according to the present invention can be preparedby methods known to those of ordinary skill in the art. For example,N-oxides can be prepared by treating an unoxidized form of the compoundwith an oxidizing agent (e.g., trifluoroperacetic acid, permaleic acid,perbenzoic acid, peracetic acid, meta-chloroperoxybenzoic acid, or thelike) in a suitable inert organic solvent (e.g., a halogenatedhydrocarbon such as dichloromethane) at approximately 0° C.Alternatively, the N-oxides of the compounds can be prepared from theN-oxide of an appropriate starting material.

Prodrug derivatives of compounds according to the present invention canbe prepared by modifying substituents of compounds of the presentinvention that are then converted in vivo to a different substituent. Itis noted that in many instances, the prodrugs themselves also fallwithin the scope of the range of compounds according to the presentinvention. For example, prodrugs can be prepared by reacting a compoundwith a carbamylating agent (e.g., 1,1-acyloxyalkylcarbonochloridate,para-nitrophenyl carbonate, or the like) or an acylating agent. Furtherexamples of methods of making prodrugs are described in Saulnier et al.(1994), Bioorganic and Medicinal Chemistry Letters, Vol. 4, p. 1985.

Protected derivatives of compounds of the present invention can also bemade. Examples of techniques applicable to the creation of protectinggroups and their removal can be found in T. W. Greene, Protecting Groupsin Organic Synthesis, 3^(rd) edition, John Wiley & Sons, Inc. 1999.

Compounds of the present invention may also be conveniently prepared, orformed during the process of the invention, as solvates (e.g. hydrates).Hydrates of compounds of the present invention may be convenientlyprepared by recrystallization from an aqueous/organic solvent mixture,using organic solvents such as dioxin, tetrahydrofuran, or methanol.

A “pharmaceutically acceptable salt”, as used herein, is intended toencompass any compound according to the present invention that isutilized in the form of a salt thereof, especially where the saltconfers on the compound improved pharmacokinetic properties as comparedto the free form of compound or a different salt form of the compound.The pharmaceutically acceptable salt form may also initially conferdesirable pharmacokinetic properties on the compound that it did notpreviously possess, and may even positively affect the pharmacodynamicsof the compound with respect to its therapeutic activity in the body. Anexample of a pharmacokinetic property that may be favorably affected isthe manner in which the compound is transported across cell membranes,which in turn may directly and positively affect the absorption,distribution, biotransformation and excretion of the compound. While theroute of administration of the pharmaceutical composition is important,and various anatomical, physiological and pathological factors cancritically affect bioavailability, the solubility of the compound isusually dependent upon the character of the particular salt formthereof, which it utilized. One of skill in the art will appreciate thatan aqueous solution of the compound will provide the most rapidabsorption of the compound into the body of a subject being treated,while lipid solutions and suspensions, as well as solid dosage forms,will result in less rapid adsorption of the compound.

3. Indications for use of DPP-IV Inhibitors

DPP-IV is believed to contribute to the pathology and/or symptomology ofseveral different diseases such that reduction of the activity of DPP-IVin a subject through inhibition may be used to therapeutically addressthese disease states. Examples of various diseases that may be treatedusing the DPP-IV inhibitors of the present invention are describedherein. It is noted that additional diseases beyond those disclosedherein may be later identified as the biological roles that DPP-IV playsin various pathways becomes more fully understood.

One set of indications that DPP-IV inhibitors of the present inventionmay be used to treat are those involving the prevention and treatment ofdiabetes and obesity, in particular type 2 diabetes mellitus, diabeticdislipidemia, conditions of impaired glucose tolerance (IGT), conditionsof impaired fasting plasma glucose (IFG), metabolic acidosis, ketosis,appetite regulation and obesity.

DPP-IV inhibitors of the present invention may also be used asimmunosuppressants (or cytokine release suppressant drugs) for thetreatment of among other things: organ transplant rejection; autoimmunediseases such as inflammatory bowel disease, multiple sclerosis andrheumatoid arthritis; and the treatment of AIDS.

DPP-IV inhibitors of the present invention may also be used for treatingvarious cancers including breast cancer, lung cancer and prostatecancer.

DPP-IV inhibitors of the present invention may also be used to treatdermatological diseases such as psoriasis, rheumatoid arthritis (RA) andlichen planus.

DPP-IV inhibitors of the present invention may also be used to treatinfertility and amenorrhea.

DPP-IV inhibitors of the present invention may also be used to modulatecleavage of various cytokines (stimulating hematopoietic cells), growthfactors and neuropeptides. For example, such conditions occur frequentlyin patients who are immunosuppressed, for example, as a consequence ofchemotherapy and/or radiation therapy for cancer.

DPP-IV inhibitors of the present invention may also be used prevent orreduce cleavage of N-terminal Tyr-Ala from growth hormone-releasingfactor. Accordingly, these inhibitors may be used in the treatment ofshort stature due to growth hormone deficiency (Dwarfism) and forpromoting GH-dependent tissue growth or re-growth.

DPP-IV inhibitors of the present invention may also be used to addressdisease states associated with cleavage of neuropeptides and thus may beuseful for the regulation or normalization of neurological disorders.

For oncology indications, DPP-WV inhibitors of the present invention maybe used in conjunction with other agents to inhibit undesirable anduncontrolled cell proliferation. Examples of other anti-cellproliferation agents that may be used in conjunction with the DPP-IVinhibitors of the present invention include, but are not limited to,retinoid acid and derivatives thereof, 2-methoxyestradiol, ANGIOSTATIN™protein, ENDOSTATIN™ protein, suramin, squalamine, tissue inhibitor ofmetalloproteinase-I, tissue inhibitor of metalloproteinase-2,plasminogen activator inhibitor-1, plasminogen activator inhibitor-2,cartilage-derived inhibitor, paclitaxel, platelet factor 4, protaminesulfate (clupeine), sulfated chitin derivatives (prepared from queencrab shells), sulfated polysaccharide peptidoglycan complex (sp-pg),staurosporine, modulators of matrix metabolism, including for example,proline analogs ((1-azetidine-2-carboxylic acid (LACA)),cishydroxyproline, d,1-3,4-dehydroproline, thiaproline,beta.-aminopropionitrile fumarate,4-propyl-5-(4-pyridinyl)-2(3H)-oxazolone, methotrexate, mitoxantrone,heparin, interferons, 2 macroglobulin-serum, chime 3, chymostatin,beta.-cyclodextrin tetradecasulfate, eponemycin; fumagillin, gold sodiumthiomalate, d-penicillamine (CDPT), beta.-1-anticollagenase-serum,alpha.2-antiplasmin, bisantrene, lobenzarit disodium,n-2-carboxyphenyl-4-chloroanthronilic acid disodium or “CCA”,thalidomide; angostatic steroid, carboxyaminoimidazole;metalloproteinase inhibitors such as BB94. Other anti-angiogenesisagents that may be used include antibodies, preferably monoclonalantibodies against these angiogenic growth factors: bFGF, aFGF, FGF-5,VEGF isoforms, VEGF-C, HGF/SF and Ang-1/Ang-2. Ferrara N. and Alitalo,K. “Clinical application of angiogenic growth factors and theirinhibitors” (1999) Nature Medicine 5:1359-1364.

4. Compositions Comprising DPP-IV Inhibitors

A wide variety of compositions and administration methods may be used inconjunction with the DPP-IV inhibitors of the present invention. Suchcompositions may include, in addition to the DPP-IV inhibitors of thepresent invention, conventional pharmaceutical excipients, and otherconventional, pharmaceutically inactive agents. Additionally, thecompositions may include active agents in addition to the DPP-IVinhibitors of the present invention. These additional active agents mayinclude additional compounds according to the invention, and/or one ormore other pharmaceutically active agents.

The compositions may be in gaseous, liquid, semi-liquid or solid form,formulated in a manner suitable for the route of administration to beused. For oral administration, capsules and tablets are typically used.For parenteral administration, reconstitution of a lyophilized powder,prepared as described herein, is typically used.

Compositions comprising DPP-IV inhibitors of the present invention maybe administered or coadministered orally, parenterally,intraperitoneally, intravenously, intraarterially, transdermally,sublingually, intramuscularly, rectally, transbuccally, intranasally,liposomally, via inhalation, vaginally, intraoccularly, via localdelivery (for example by catheter or stent), subcutaneously,intraadiposally, intraarticularly, or intrathecally. The compoundsand/or compositions according to the invention may also be administeredor coadministered in slow release dosage forms.

The DPP-IV inhibitors and compositions comprising them may beadministered or coadministered in any conventional dosage form.Co-administration in the context of this invention is intended to meanthe administration of more than one therapeutic agent, one of whichincludes a DPP-WV inhibitor, in the course of a coordinated treatment toachieve an improved clinical outcome. Such co-administration may also becoextensive, that is, occurring during overlapping periods of time.

Solutions or suspensions used for parenteral, intradermal, subcutaneous,or topical application may optionally include one or more of thefollowing components: a sterile diluent, such as water for injection,saline solution, fixed oil, polyethylene glycol, glycerine, propyleneglycol, or other synthetic solvent; antimicrobial agents, such as benzylalcohol and methyl parabens; antioxidants, such as ascorbic acid andsodium bisulfite; chelating agents, such as ethylenediaminetetraaceticacid (EDTA); buffers, such as acetates, citrates and phosphates; agentsfor the adjustment of tonicity such as sodium chloride or dextrose, andagents for adjusting the acidity or alkalinity of the composition, suchas alkaline or acidifying agents or buffers like carbonates,bicarbonates, phosphates, hydrochloric acid, and organic acids likeacetic and citric acid. Parenteral preparations may optionally beenclosed in ampules, disposable syringes, or single or multiple dosevials made of glass, plastic, or other suitable material.

When DPP-IV inhibitors according to the present invention exhibitinsufficient solubility, methods for solubilizing the compounds may beused. Such methods are known to those of skill in this art, and include,but are not limited to, using cosolvents, such as dimethylsulfoxide(DMSO), using surfactants, such as TWEEN, or dissolution in aqueoussodium bicarbonate. Derivatives of the compounds, such as prodrugs ofthe compounds may also be used in formulating effective pharmaceuticalcompositions.

Upon mixing or adding DPP-IV inhibitors according to the presentinvention to a composition, a solution, suspension, emulsion, or thelike may be formed. The form of the resulting composition will dependupon a number of factors, including the intended mode of administration,and the solubility of the compound in the selected carrier or vehicle.The effective concentration needed to ameliorate the disease beingtreated may be empirically determined.

Compositions according to the present invention are optionally providedfor administration to humans and animals in unit dosage forms, such astablets, capsules, pills, powders, dry powders for inhalers, granules,sterile parenteral solutions or suspensions, and oral solutions orsuspensions, and oil-water emulsions containing suitable quantities ofthe compounds, particularly the pharmaceutically acceptable salts,preferably the sodium salts, thereof The pharmaceuticallytherapeutically active compounds and derivatives thereof are typicallyformulated and administered in unit-dosage forms or multiple-dosageforms. Unit-dose forms, as used herein, refers to physically discreteunits suitable for human and animal subjects and packaged individuallyas is known in the art. Each unit-dose contains a predetermined quantityof the therapeutically active compound sufficient to produce the desiredtherapeutic effect, in association with the required pharmaceuticalcarrier, vehicle or diluent. Examples of unit-dose forms includeampoules and syringes and individually packaged tablets or capsules.Unit-dose forms may be administered in fractions or multiples thereof. Amultiple-dose form is a plurality of identical unit-dosage formspackaged in a single container to be administered in segregatedunit-dose form. Examples of multiple-dose forms include vials, bottlesof tablets or capsules or bottles of pints or gallons. Hence, multipledose form is a multiple of unit-doses that are not segregated inpackaging.

In addition to one or more DPP-IV inhibitors according to the presentinvention, the composition may comprise: a diluent such as lactose,sucrose, dicalcium phosphate, or carboxymethylcellulose; a lubricant,such as magnesium stearate, calcium stearate and talc; and a binder suchas starch, natural gums, such as gum acaciagelatin, glucose, molasses,polvinylpyrrolidine, celluloses and derivatives thereof, povidone,crospovidones and other such binders known to those of skill in the art.Liquid pharmaceutically administrable compositions can, for example, beprepared by dissolving, dispersing, or otherwise mixing an activecompound as defined above and optional pharmaceutical adjuvants in acarrier, such as, for example, water, saline, aqueous dextrose,glycerol, glycols, ethanol, and the like, to form a solution orsuspension. If desired, the pharmaceutical composition to beadministered may also contain minor amounts of auxiliary substances suchas wetting agents, emulsifying agents, or solubilizing agents, pHbuffering agents and the like, for example, acetate, sodium citrate,cyclodextrine derivatives, sorbitan monolaurate, triethanolamine sodiumacetate, triethanolamine oleate, and other such agents. Actual methodsof preparing such dosage forms are known in the art, or will beapparent, to those skilled in this art; for example, see Remington'sPharmaceutical Sciences, Mack Publishing Company, Easton, Pa., 15thEdition, 1975. The composition or formulation to be administered will,in any event, contain a sufficient quantity of a DPP-IV inhibitor of thepresent invention to reduce DPP-IV activity in vivo, thereby treatingthe disease state of the subject.

Dosage forms or compositions may optionally comprise one or more DPP-IVinhibitors according to the present invention in the range of 0.005% to100% (weight/weight) with the balance comprising additional substancessuch as those described herein. For oral administration, apharmaceutically acceptable composition may optionally comprise any oneor more commonly employed excipients, such as, for examplepharmaceutical grades of mannitol, lactose, starch, magnesium stearate,talcum, cellulose derivatives, sodium crosscarmellose, glucose, sucrose,magnesium carbonate, sodium saccharin, talcum. Such compositions includesolutions, suspensions, tablets, capsules, powders, dry powders forinhalers and sustained release formulations, such as, but not limitedto, implants and microencapsulated delivery systems, and biodegradable,biocompatible polymers, such as collagen, ethylene vinyl acetate,polyanhydrides, polyglycolic acid, polyorthoesters, polylactic acid andothers. Methods for preparing these formulations are known to thoseskilled in the art. The compositions may optionally contain 0.01%-100%(weight/weight) of one or more DPP-IV inhibitors, optionally 0.1-95%,and optionally 1-95%.

Salts, preferably sodium salts, of the DPP-IV inhibitors may be preparedwith carriers that protect the compound against rapid elimination fromthe body, such as time release formulations or coatings. Theformulations may further include other active compounds to obtaindesired combinations of properties.

A. Formulations for Oral Administration

Oral pharmaceutical dosage forms may be as a solid, gel or liquid.Examples of solid dosage forms include, but are not limited to tablets,capsules, granules, and bulk powders. More specific examples of oraltablets include compressed, chewable lozenges and tablets that may beenteric-coated, sugar-coated or film-coated. Examples of capsulesinclude hard or soft gelatin capsules. Granules and powders may beprovided in non-effervescent or effervescent forms. Each may be combinedwith other ingredients known to those skilled in the art.

In certain embodiments, DPP-IV inhibitors according to the presentinvention are provided as solid dosage forms, preferably capsules ortablets. The tablets, pills, capsules, troches and the like mayoptionally contain one or more of the following ingredients, orcompounds of a similar nature: a binder; a diluent; a disintegratingagent; a lubricant; a glidant; a sweetening agent; and a flavoringagent.

Examples of binders that may be used include, but are not limited to,microcrystalline cellulose, gum tragacanth, glucose solution, acaciamucilage, gelatin solution, sucrose and starch paste.

Examples of lubricants that may be used include, but are not limited to,talc, starch, magnesium or calcium stearate, lycopodium and stearicacid.

Examples of diluents that may be used include, but are not limited to,lactose, sucrose, starch, kaolin, salt, mannitol and dicalciumphosphate.

Examples of glidants that may be used include, but are not limited to,colloidal silicon dioxide.

Examples of disintegrating agents that may be used include, but are notlimited to, crosscarmellose sodium, sodium starch glycolate, alginicacid, corn starch, potato starch, bentonite, methylcellulose, agar andcarboxymethylcellulose.

Examples of coloring agents that may be used include, but are notlimited to, any of the approved certified water soluble FD and C dyes,mixtures thereof; and water insoluble FD and C dyes suspended on aluminahydrate.

Examples of sweetening agents that may be used include, but are notlimited to, sucrose, lactose, mannitol and artificial sweetening agentssuch as sodium cyclamate and saccharin, and any number of spray-driedflavors.

Examples of flavoring agents that may be used include, but are notlimited to, natural flavors extracted from plants such as fruits andsynthetic blends of compounds that produce a pleasant sensation, suchas, but not limited to peppermint and methyl salicylate.

Examples of wetting agents that may be used include, but are not limitedto, propylene glycol monostearate, sorbitan monooleate, diethyleneglycol monolaurate and polyoxyethylene lauryl ether.

Examples of anti-emetic coatings that may be used include, but are notlimited to, fatty acids, fats, waxes, shellac, ammoniated shellac andcellulose acetate phthalates.

Examples of film coatings that may be used include, but are not limitedto, hydroxyethylcellulose, sodium carboxymethylcellulose, polyethyleneglycol 4000 and cellulose acetate phthalate.

If oral administration is desired, the salt of the compound mayoptionally be provided in a composition that protects it from the acidicenvironment of the stomach. For example, the composition can beformulated in an enteric coating that maintains its integrity in thestomach and releases the active compound in the intestine. Thecomposition may also be formulated in combination with an antacid orother such ingredient.

When the dosage unit form is a capsule, it may optionally additionallycomprise a liquid carrier such as a fatty oil. In addition, dosage unitforms may optionally additionally comprise various other materials thatmodify the physical form of the dosage unit, for example, coatings ofsugar and other enteric agents.

Compounds according to the present invention may also be administered asa component of an elixir, suspension, syrup, wafer, sprinkle, chewinggum or the like. A syrup may optionally comprise, in addition to theactive compounds, sucrose as a sweetening agent and certainpreservatives, dyes and colorings and flavors.

The DPP-IV inhibitors of the present invention may also be mixed withother active materials that do not impair the desired action, or withmaterials that supplement the desired action, such as antacids, H2blockers, and diuretics. For example, if a compound is used for treatingasthma or hypertension, it may be used with other bronchodilators andantihypertensive agents, respectively.

Examples of pharmaceutically acceptable carriers that may be included intablets comprising DPP-IV inhibitors of the present invention include,but are not limited to binders, lubricants, diluents, disintegratingagents, coloring agents, flavoring agents, and wetting agents.Enteric-coated tablets, because of the enteric-coating, resist theaction of stomach acid and dissolve or disintegrate in the neutral oralkaline intestines. Sugar-coated tablets may be compressed tablets towhich different layers of pharmaceutically acceptable substances areapplied. Film-coated tablets may be compressed tablets that have beencoated with polymers or other suitable coating. Multiple compressedtablets may be compressed tablets made by more than one compressioncycle utilizing the pharmaceutically acceptable substances previouslymentioned. Coloring agents may also be used in tablets. Flavoring andsweetening agents may be used in tablets, and are especially useful inthe formation of chewable tablets and lozenges.

Examples of liquid oral dosage forms that may be used include, but arenot limited to, aqueous solutions, emulsions, suspensions, solutionsand/or suspensions reconstituted from non-effervescent granules andeffervescent preparations reconstituted from effervescent granules.

Examples of aqueous solutions that may be used include, but are notlimited to, elixirs and syrups. As used herein, elixirs refer to clear,sweetened, hydroalcoholic preparations. Examples of pharmaceuticallyacceptable carriers that may be used in elixirs include, but are notlimited to solvents. Particular examples of solvents that may be usedinclude glycerin, sorbitol, ethyl alcohol and syrup. As used herein,syrups refer to concentrated aqueous solutions of a sugar, for example,sucrose. Syrups may optionally further comprise a preservative.

Emulsions refer to two-phase systems in which one liquid is dispersed inthe form of small globules throughout another liquid. Emulsions mayoptionally be oil-in-water or water-in-oil emulsions. Examples ofpharmaceutically acceptable carriers that may be used in emulsionsinclude, but are not limited to non-aqueous liquids, emulsifying agentsand preservatives.

Examples of pharmaceutically acceptable substances that may be used innon-effervescent granules, to be reconstituted into a liquid oral dosageform, include diluents, sweeteners and wetting agents.

Examples of pharmaceutically acceptable substances that may be used ineffervescent granules, to be reconstituted into a liquid oral dosageform, include organic adds and a source of carbon dioxide.

Coloring and flavoring agents may optionally be used in all of the abovedosage forms.

Particular examples of preservatives that may be used include glycerin,methyl and propylparaben, benzoic add, sodium benzoate and alcohol.

Particular examples of non-aqueous liquids that may be used in emulsionsinclude mineral oil and cottonseed oil.

Particular examples of emulsifying agents that may be used includegelatin, acacia, tragacanth, bentonite, and surfactants such aspolyoxyethylene sorbitan monooleate.

Particular examples of suspending agents that may be used include sodiumcarboxymethylcellulose, pectin, tragacanth, Veegum and acacia. Diluentsinclude lactose and sucrose. Sweetening agents include sucrose, syrups,glycerin and artificial sweetening agents such as sodium cyclamate andsaccharin.

Particular examples of wetting agents that may be used include propyleneglycol monostearate, sorbitan monooleate, diethylene glycol monolaurateand polyoxyethylene lauryl ether.

Particular examples of organic acids that may be used include citric andtartaric acid.

Sources of carbon dioxide that may be used in effervescent compositionsinclude sodium bicarbonate and sodium carbonate. Coloring agents includeany of the approved certified water soluble FD and C dyes, and mixturesthereof.

Particular examples of flavoring agents that may be used include naturalflavors extracted from plants such fruits, and synthetic blends ofcompounds that produce a pleasant taste sensation.

For a solid dosage form, the solution or suspension, in for examplepropylene carbonate, vegetable oils or triglycerides, is preferablyencapsulated in a gelatin capsule. Such solutions, and the preparationand encapsulation thereof, are disclosed in U.S. Pat. Nos. 4,328,245;4,409,239; and 4,410,545. Fora liquid dosage form, the solution, e.g.,for example, in apolyethylene glycol, maybe diluted with a sufficientquantity of a pharmaceutically acceptable liquid carrier, e.g. water, tobe easily measured for administration.

Alternatively, liquid or semi-solid oral formulations may be prepared bydissolving or dispersing the active compound or salt in vegetable oils,glycols, triglycerides, propylene glycol esters (e.g. propylenecarbonate) and other such carriers, and encapsulating these solutions orsuspensions in hard or soft gelatin capsule shells. Other usefulformulations include those set forth in U.S. Pat. No. Re 28,819 and U.S.Pat. No. 4,358,603.

B. Injectables, Solutions and Emulsions

The present invention is also directed to compositions designed toadminister the DPP-IV inhibitors of the present invention by parenteraladministration, generally characterized by injection, eithersubcutaneously, intramuscularly or intravenously. Injectables may beprepared in any conventional form, for example as liquid solutions orsuspensions, solid forms suitable for solution or suspension in liquidprior to injection, or as emulsions.

Examples of excipients that may be used in conjunction with injectablesaccording to the present invention include, but are not limited towater, saline, dextrose, glycerol or ethanol. The injectablecompositions may also optionally comprise minor amounts of non-toxicauxiliary substances such as wetting or emulsifying agents, pH bufferingagents, stabilizers, solubility enhancers, and other such agents, suchas for example, sodium acetate, sorbitan monolaurate, triethanolamineoleate and cyclodextrins. Implantation of a slow-release orsustained-release system, such that a constant level of dosage ismaintained (see, e.g., U.S. Pat. No. 3,710,795) is also contemplatedherein. The percentage of active compound contained in such parenteralcompositions is highly dependent on the specific nature thereof, as wellas the activity of the compound and the needs of the subject.

Parenteral administration of the formulations includes intravenous,subcutaneous and intramuscular administrations. Preparations forparenteral administration include sterile solutions ready for injection,sterile dry soluble products, such as the lyophilized powders describedherein, ready to be combined with a solvent just prior to use, includinghypodermic tablets, sterile suspensions ready for injection, sterile dryinsoluble products ready to be combined with a vehicle just prior to useand sterile emulsions. The solutions may be either aqueous ornonaqueous.

When administered intravenously, examples of suitable carriers include,but are not limited to physiological saline or phosphate buffered saline(PBS), and solutions containing thickening and solubilizing agents, suchas glucose, polyethylene glycol, and polypropylene glycol and mixturesthereof.

Examples of pharmaceutically acceptable carriers that may optionally beused in parenteral preparations include, but are not limited to aqueousvehicles, nonaqueous vehicles, antimicrobial agents, isotonic agents,buffers, antioxidants, local anesthetics, suspending and dispersingagents, emulsifying agents, sequestering or chelating agents and otherpharmaceutically acceptable substances.

Examples of aqueous vehicles that may optionally be used include SodiumChloride Injection, Ringers Injection, Isotonic Dextrose Injection,Sterile Water Injection, Dextrose and Lactated Ringers Injection.

Examples of nonaqueous parenteral vehicles that may optionally be usedinclude fixed oils of vegetable origin, cottonseed oil, corn oil, sesameoil and peanut oil.

Antimicrobial agents in bacteriostatic or fungistatic concentrations maybe added to parenteral preparations, particularly when the preparationsare packaged in multiple-dose containers and thus designed to be storedand multiple aliquots to be removed. Examples of antimicrobial agentsthat may used include phenols or cresols, mercurials, benzyl alcohol,chlorobutanol, methyl and propyl p-hydroxybenzoic acid esters,thimerosal, benzalkonium chloride and benzethonium chloride.

Examples of isotonic agents that may be used include sodium chloride anddextrose. Examples of buffers that may be used include phosphate andcitrate. Examples of antioxidants that may be used include sodiumbisulfate. Examples of local anesthetics that may be used includeprocaine hydrochloride. Examples of suspending and dispersing agentsthat may be used include sodium carboxymethylcellulose, hydroxypropylmethylcellulose and polyvinylpyrrolidone. Examples of emulsifying agentsthat may be used include Polysorbate 80 (TWEEN 80). A sequestering orchelating agent of metal ions include EDTA.

Pharmaceutical carriers may also optionally include ethyl alcohol,polyethylene glycol and propylene glycol for water miscible vehicles andsodium hydroxide, hydrochloric acid, citric acid or lactic acid for pHadjustment.

The concentration of a DPP-IV inhibitor in the parenteral formulationmaybe adjusted so that an injection administers a pharmaceuticallyeffective amount sufficient to produce the desired pharmacologicaleffect. The exact concentration of a DPP-IV inhibitor and/or dosage tobe used will ultimately depend on the age, weight and condition of thepatient or animal as is known in the art.

Unit-dose parenteral preparations may be packaged in an ampoule, a vialor a syringe with a needle. All preparations for parenteraladministration should be sterile, as is know and practiced in the art.

Injectables may be designed for local and systemic administration.Typically a therapeutically effective dosage is formulated to contain aconcentration of at least about 0. 1% w/w up to about 90% w/w or more,preferably more than 1% w/w of the DPP-IV inhibitor to the treatedtissue(s). The DPP-IV inhibitor may be administered at once, or may bedivided into a number of smaller doses to be administered at intervalsof time. It is understood that the precise dosage and duration oftreatment will be a function of the location of where the composition isparenterally administered, the carrier and other variables that may bedetermined empirically using known testing protocols or by extrapolationfrom in vivo or in vitro test data. It is to be noted thatconcentrations and dosage values may also vary with the age of theindividual treated. It is to be further understood that for anyparticular subject, specific dosage regimens may need to be adjustedover time according to the individual need and the professional judgmentof the person administering or supervising the administration of theformulations. Hence, the concentration ranges set forth herein areintended to be exemplary and are not intended to limit the scope orpractice of the claimed formulations.

The DPP-IV inhibitor may optionally be suspended in micronized or othersuitable form or may be derivatized to produce a more soluble activeproduct or to produce a prodrug. The form of the resulting mixturedepends upon a number of factors, including the intended mode ofadministration and the solubility of the compound in the selectedcarrier or vehicle. The effective concentration is sufficient forameliorating the symptoms of the disease state and may be empiricallydetermined.

C. Lyophilized Powders

The DPP-IV inhibitors of the present invention may also be prepared aslyophilized powders, which can be reconstituted for administration assolutions, emulsions and other mixtures. The lyophilized powders mayalso be formulated as solids or gels.

Sterile, lyophilized powder may be prepared by dissolving the compoundin a sodium phosphate buffer solution containing dextrose or othersuitable excipient. Subsequent sterile filtration of the solutionfollowed by lyophilization under standard conditions known to those ofskill in the art provides the desired formulation. Briefly, thelyophilized powder may optionally be prepared by dissolving dextrose,sorbitol, fructose, corn syrup, xylitol, glycerin, glucose, sucrose orother suitable agent, about 1-20%, preferably about 5 to 15%, in asuitable buffer, such as citrate, sodium or potassium phosphate or othersuch buffer known to those of skill in the art at, typically, aboutneutral pH. Then, a DPP-IV inhibitor is added to the resulting mixture,preferably above room temperature, more preferably at about 30-35 ° C.,and stirred until it dissolves. The resulting mixture is diluted byadding more buffer to a desired concentration. The resulting mixture issterile filtered or treated to remove particulates and to insuresterility, and apportioned into vials for lyophilization. Each vial maycontain a single dosage or multiple dosages of the DPP-IV inhibitor.

D. Topical Administration

The DPP-WV inhibitors of the present invention may also be administeredas topical mixtures. Topical mixtures may be used for local and systemicadministration. The resulting mixture may be a solution, suspension,emulsions or the like and are formulated as creams, gels, ointments,emulsions, solutions, elixirs, lotions, suspensions, tinctures, pastes,foams, aerosols, irrigations, sprays, suppositories, bandages, dermalpatches or any other formulations suitable for topical administration.

The DPP-IV inhibitors may be formulated as aerosols for topicalapplication, such as by inhalation (see, U.S. Pat. Nos. 4,044,126,4,414,209, and 4,364,923, which describe aerosols for delivery of asteroid useful for treatment inflammatory diseases, particularlyasthma). These formulations for administration to the respiratory tractcan be in the form of an aerosol or solution for a nebulizer, or as amicrofine powder for insufflation, alone or in combination with an inertcarrier such as lactose. In such a case, the particles of theformulation will typically have diameters of less than 50 microns,preferably less than 10 microns.

The DPP-IV inhibitors may also be formulated for local or topicalapplication, such as for topical application to the skin and mucousmembranes, such as in the eye, in the form of gels, creams, and lotionsand for application to the eye or for intracisternal or intraspinalapplication. Topical administration is contemplated for transdermaldelivery and also for administration to the eyes or mucosa, or forinhalation therapies. Nasal solutions of the DPP-WV inhibitor alone orin combination with other pharmaceutically acceptable excipients canalso be administered.

E. Formulations for Other Routes of Administration

Depending upon the disease state being treated, other routes ofadministration, such as topical application, transdermal patches, andrectal administration, may also be used. For example, pharmaceuticaldosage forms for rectal administration are rectal suppositories,capsules and tablets for systemic effect. Rectal suppositories are usedherein mean solid bodies for insertion into the rectum that melt orsoften at body temperature releasing one or more pharmacologically ortherapeutically active ingredients. Pharmaceutically acceptablesubstances utilized in rectal suppositories are bases or vehicles andagents to raise the melting point. Examples of bases include cocoabutter (theobroma oil), glycerin-gelatin, carbowax, (polyoxyethyleneglycol) and appropriate mixtures of mono-, di- and triglycerides offatty acids. Combinations of the various bases may be used. Agents toraise the melting point of suppositories include spermaceti and wax.Rectal suppositories may be prepared either by the compressed method orby molding. The typical weight of a rectal suppository is about 2 to 3gm. Tablets and capsules for rectal administration may be manufacturedusing the same pharmaceutically acceptable substance and by the samemethods as for formulations for oral administration.

F. Examples of Formulations

The following are particular examples of oral, intravenous and tabletformulations that may optionally be used with compounds of the presentinvention. It is noted that these formulations may be varied dependingon the particular compound being used and the indication for which theformulation is going to be used. ORAL FORMULATION Compound of thePresent Invention 10-100 mg Citric Acid Monohydrate 105 mg SodiumHydroxide  18 mg Flavoring Water q.s. to 100 mL INTRAVENOUS FORMULATIONCompound of the Present Invention 0.1-10 mg Dextrose Monohydrate q.s. tomake isotonic Citric Acid Monohydrate 1.05 mg Sodium Hydroxide 0.18 mgWater for Injection q.s. to 1.0 mL TABLET FORMULATION Compound of thePresent Invention  1% Microcrystalline Cellulose 73% Stearic Acid 25%Colloidal Silica   1%.5. Kits Comprising DPP-IV Inhibitors

The invention is also directed to kits and other articles of manufacturefor treating diseases associated with DPP-IV. It is noted that diseasesare intended to cover all conditions for which the DPP-IV possessesactivity that contributes to the pathology and/or symptomology of thecondition.

In one embodiment, a kit is provided that comprises a compositioncomprising at least one DPP-IV inhibitor of the present invention incombination with instructions. The instructions may indicate the diseasestate for which the composition is to be administered, storageinformation, dosing information and/or instructions regarding how toadminister the composition. The kit may also comprise packagingmaterials. The packaging material may comprise a container for housingthe composition. The kit may also optionally comprise additionalcomponents, such as syringes for administration of the composition. Thekit may comprise the composition in single or multiple dose forms.

In another embodiment, an article of manufacture is provided thatcomprises a composition comprising at least one DPP-IV inhibitor of thepresent invention in combination with packaging materials. The packagingmaterial may comprise a container for housing the composition. Thecontainer may optionally comprise a label indicating the disease statefor which the composition is to be administered, storage information,dosing information and/or instructions regarding how to administer thecomposition. The kit may also optionally comprise additional components,such as syringes for administration of the composition. The kit maycomprise the composition in single or multiple dose forms.

It is noted that the packaging material used in kits and articles ofmanufacture according to the present invention may form a plurality ofdivided containers such as a divided bottle or a divided foil packet.The container can be in any conventional shape or form as known in theart which is made of a pharmaceutically acceptable material, for examplea paper or cardboard box, a glass or plastic bottle or jar, are-sealable bag (for example, to hold a “refill” of tablets forplacement into a different container), or a blister pack with individualdoses for pressing out of the pack according to a therapeutic schedule.The container that is employed will depend on the exact dosage forminvolved, for example a conventional cardboard box would not generallybe used to hold a liquid suspension. It is feasible that more than onecontainer can be used together in a single package to market a singledosage form. For example, tablets may be contained in a bottle that isin turn contained within a box. Typically the kit includes directionsfor the administration of the separate components. The kit form isparticularly advantageous when the separate components are preferablyadministered in different dosage forms (e.g., oral, topical, transdermaland parenteral), are administered at different dosage intervals, or whentitration of the individual components of the combination is desired bythe prescribing physician.

One particular example of a kit according to the present invention is aso-called blister pack. Blister packs are well known in the packagingindustry and are being widely used for the packaging of pharmaceuticalunit dosage forms (tablets, capsules, and the like). Blister packsgenerally consist of a sheet of relatively stiff material covered with afoil of a preferably transparent plastic material. During the packagingprocess recesses are formed in the plastic foil. The recesses have thesize and shape of individual tablets or capsules to be packed or mayhave the size and shape to accommodate multiple tablets and/or capsulesto be packed. Next, the tablets or capsules are placed in the recessesaccordingly and the sheet of relatively stiff material is sealed againstthe plastic foil at the face of the foil which is opposite from thedirection in which the recesses were formed. As a result, the tablets orcapsules are individually sealed or collectively sealed, as desired, inthe recesses between the plastic foil and the sheet. Preferably thestrength of the sheet is such that the tablets or capsules can beremoved from the blister pack by manually applying pressure on therecesses whereby an opening is formed in the sheet at the place of therecess. The tablet or capsule can then be removed via said opening.

Another specific embodiment of a kit is a dispenser designed to dispensethe daily doses one at a time in the order of their intended use.Preferably, the dispenser is equipped with a memory-aid, so as tofurther facilitate compliance with the regimen. An example of such amemory-aid is a mechanical counter that indicates the number of dailydoses that has been dispensed. Another example of such a memory-aid is abattery-powered micro-chip memory coupled with a liquid crystal readout,or audible reminder signal which, for example, reads out the date thatthe last daily dose has been taken and/or reminds one when the next doseis to be taken.

EXAMPLES

1. Preparation of DPP-IV Inhibitors

Various methods may be developed for synthesizing compounds according tothe present invention. Representative methods for synthesizing thesecompounds are provided in the Examples. It is noted, however, that thecompounds of the present invention may also be synthesized by othersynthetic routes that others may devise.

It will be readily recognized that certain compounds according to thepresent invention have atoms with linkages to other atoms that confer aparticular stereochemistry to the compound (e.g., chiral centers). It isrecognized that synthesis of compounds according to the presentinvention may result in the creation of mixtures of differentstereoisomers (enantiomers, diastereomers). Unless a particularstereochemistry is specified, recitation of a compound is intended toencompass all of the different possible stereoisomers.

Various methods for separating mixtures of different stereoisomers areknown in the art. For example, a racemic mixture of a compound may bereacted with an optically active resolving agent to form a pair ofdiastereoisomeric compounds. The diastereomers may then be separated inorder to recover the optically pure enantiomers. Dissociable complexesmay also be used to resolve enantiomers (e.g., crystallinediastereoisomeric salts). Diastereomers typically have sufficientlydistinct physical properties (e.g., melting points, boiling points,solubilities, reactivity, etc.) that they can be readily separated bytaking advantage of these dissimilarities. For example, diastereomerscan typically be separated by chromatography or by separation/resolutiontechniques based upon differences in solubility. A more detaileddescription of techniques that can be used to resolve stereoisomers ofcompounds from their racemic mixture can be found in Jean Jacques AndreCollet, Samuel H. Wilen, Enantiomers, Racemates and Resolutions, JohnWiley & Sons, Inc. (1981).

Compounds according to the present invention can also be prepared as apharmaceutically acceptable acid addition salt by reacting the free baseform of the compound with a pharmaceutically acceptable inorganic ororganic acid. Alternatively, a pharmaceutically acceptable base additionsalt of a compound can be prepared by reacting the free acid form of thecompound with a pharmaceutically acceptable inorganic or organic base.Inorganic and organic acids and bases suitable for the preparation ofthe pharmaceutically acceptable salts of compounds are set forth in thedefinitions section of this Application. Alternatively, the salt formsof the compounds can be prepared using salts of the starting materialsor intermediates.

The free acid or free base forms of the compounds can be prepared fromthe corresponding base addition salt or acid addition salt form. Forexample, a compound in an acid addition salt form can be converted tothe corresponding free base by treating with a suitable base (e.g.,ammonium hydroxide solution, sodium hydroxide, and the like). A compoundin a base addition salt form can be converted to the corresponding freeacid by treating with a suitable acid (e.g., hydrochloric acid, etc).

The N-oxides of compounds according to the present invention can beprepared by methods known to those of ordinary skill in the art. Forexample, N-oxides can be prepared by treating an unoxidized form of thecompound with an oxidizing agent (e.g., trifluoroperacetic acid,permaleic acid, perbenzoic acid, peracetic acid,meta-chloroperoxybenzoic acid, or the like) in a suitable inert organicsolvent (e.g., a halogenated hydrocarbon such as dichloromethane) atapproximately 0° C. Alternatively, the N-oxides of the compounds can beprepared from the N-oxide of an appropriate starting material.

Compounds in an unoxidized form can be prepared from N-oxides ofcompounds by treating with a reducing agent (e.g., sulfur, sulfurdioxide, triphenyl phosphine, lithium borohydride, sodium borohydride,phosphorus trichloride, tribromide, or the like) in an suitable inertorganic solvent (e.g., acetonitrile, ethanol, aqueous dioxane, or thelike) at 0 to 80° C.

Prodrug derivatives of the compounds can be prepared by methods known tothose of ordinary skill in the art (e.g., for further details seeSaulnier et al. (1994), Bioorganic and Medicinal Chemistry Letters,Vol.4, p. 1985). For example, appropriate prodrugs can be prepared byreacting a non-derivatized compound with a suitable carbamylating agent(e.g., 1,1-acyloxyalkylcarbonochloridate, para-nitrophenyl carbonate, orthe like).

Protected derivatives of the compounds can be made by methods known tothose of ordinary skill in the art. A detailed description of thetechniques applicable to the creation of protecting groups and theirremoval can be found in T. W. Greene, Protecting Groups in OrganicSynthesis, 3^(rd) edition, John Wiley & Sons, Inc. 1999.

Compounds according to the present invention may be convenientlyprepared, or formed during the process of the invention, as solvates(e.g. hydrates). Hydrates of compounds of the present invention may beconveniently prepared by recrystallization from an aqueous/organicsolvent mixture, using organic solvents such as dioxin, tetrahydrofuranor methanol.

Compounds according to the present invention can also be prepared astheir individual stereoisomers by reacting a racemic mixture of thecompound with an optically active resolving agent to form a pair ofdiastereoisomeric compounds, separating the diastereomers and recoveringthe optically pure enantiomer. While resolution of enantiomers can becarried out using covalent diastereomeric derivatives of compounds,dissociable complexes are preferred (e.g., crystalline diastereoisomericsalts). Diastereomers have distinct physical properties (e.g., meltingpoints, boiling points, solubilities, reactivity, etc.) and can bereadily separated by taking advantage of these dissimilarities. Thediastereomers can be separated by chromatography or, preferably, byseparation/resolution techniques based upon differences in solubility.The optically pure enantiomer is then recovered, along with theresolving agent, by any practical means that would not result inracemization. A more detailed description of the techniques applicableto the resolution of stereoisomers of compounds from their racemicmixture can be found in Jean Jacques Andre Collet, Samuel H. Wilen,Enantiomers, Racemates and Resolutions, John Wiley & Sons, Inc. (1981).

As used herein the symbols and conventions used in these processes,schemes and examples are consistent with those used in the contemporaryscientific literature, for example, the Journal of the American ChemicalSociety or the Journal of Biological Chemistry. Standard single-letteror thee-letter abbreviations are generally used to designate amino acidresidues, which are assumed to be in the L-configuration unlessotherwise noted. Unless otherwise noted, all starting materials wereobtained from commercial suppliers and used without furtherpurification. Specifically, the following abbreviations may be used inthe examples and throughout the specification:

-   -   g (grams); mg (milligrams);    -   L (liters); mL (milliliters);    -   μL (microliters); psi (pounds per square inch);    -   M (molar); mM (millimolar);    -   i.v. (intravenous); Hz (Hertz);    -   MHz (megahertz); mol (moles);    -   mmol (millimoles); RT (ambient temperature);    -   min (minutes);h (hours);    -   mp (melting point); TLC (thin layer chromatography);    -   Tr (retention time); RP (reverse phase);    -   MeOH (methanol); i-PrOH (isopropanol);    -   TEA (triethylamine); TFA (trifluoroacetic acid);    -   TFAA (trifluoroacetic anhydride); THF (tetrahydrofuran);    -   DMSO (dimethylsulfoxide); EtOAc (ethyl acetate);    -   DME (1,2-dimethoxyethane); DCM (dichloromethane);    -   DCE (dichloroethane); DMF (N,N-dimethylformamide);    -   DMPU (N,N′-dimethylpropyleneurea); CDI        (1,1-carbonyldiimidazole);    -   IBCF (isobutyl chloroformate); HOAc (acetic acid);    -   HOSu (N-hydroxysuccinimino); HOBT (1-hydroxybenzotriazole);    -   Et₂O (diethyl ether);    -   EDCI (ethylcarbodiimino hydrochloride);    -   BOC (tert-butyloxycarbonyl); FMOC (9-fluorenylmethoxycarbonyl);    -   DCC (dicyclohexylcarbodiimino); CBZ (benzyloxycarbonyl);    -   Ac (acetyl); atm (atmosphere);    -   TMSE (2-(trimethylsilyl)ethyl); TMS (trimethylsilyl);    -   TIPS (triisopropylsilyl); TBS (t-butyldimethylsilyl);    -   DMAP (4-dimethylaminopyridine); Me (methyl);    -   OMe (methoxy); Et (ethyl);    -   Et (ethyl); tBu (tert-butyl);    -   HPLC (high pressure liquid chomatography);    -   BOP (bis(2-oxo-3-oxazolidinyl)phosphinic chloride);    -   TBAF (tetra-n-butylammonium fluoride);    -   mCPBA (meta-chloroperbenzoic acid.

All references to ether or Et₂O are to diethyl ether; brine refers to asaturated aqueous solution of NaCl. Unless otherwise indicated, alltemperatures are expressed in ° C. (degrees Centigrade). All reactionsconducted under an inert atmosphere at RT unless otherwise noted.

¹H NMR spectra were recorded on a Bruker Avance 400. Chemical shifts areexpressed in parts per million (ppm). Coupling constants are in units ofhertz (Hz). Splitting patterns describe apparent multiplicities and aredesignated as s (singlet), d (doublet), t (triplet), q (quartet), m(multiplet), br (broad).

Low-resolution mass spectra (MS) and compound purity data were acquiredon a Waters ZQ LC/MS single quadrupole system equipped with electrosprayionization (ESI) source, UV detector (220 and 254 nm), and evaporativelight scattering detector (ELSD). Thin-layer chromatography wasperformed on 0.25 mm E. Merck silica gel plates (60F-254), visualizedwith UV light, 5% ethanolic phosphomolybdic acid, Ninhydrin orp-anisaldehyde solution. Flash column chromatography was performed onsilica gel (230-400 mesh, Merck).

2. Synthetic Schemes for DPP-IV Inhibitors of the Present Invention

DPP-IV inhibitors according to the present invention may be synthesizedaccording to a variety of reaction schemes. Some illustrative schemesare provided herein in the examples. Other reaction schemes could bereadily devised by those skilled in the art.

In the reactions described hereinafter it may be necessary to protectreactive functional groups, for example hydroxy, amino, imino, thio orcarboxy groups, where these are desired in the final product, to avoidtheir unwanted participation in the reactions. Conventional protectinggroups may be used in accordance with standard practice, for examplessee T. W. Greene and P. G. M. Wuts in “Protective Groups in OrganicChemistry” John Wiley and Sons, 1991.

Compounds according to the present invention may optionally besynthesized according to the following reaction schemes:Synthetic Scheme for compounds of the present invention where Q=CO:

Synthetic Scheme for compounds of the present invention where Q=CO:

Synthetic Scheme for compounds of the present invention where Q=CO:

In each of the above reaction schemes, the various substituents may beselected from among the various substituents otherwise taught herein.

Descriptions of the syntheses of particular compounds according to thepresent invention based on the above reaction schemes are set forthherein.

3. Examples of DPP-IV Inhibitors

The present invention is further exemplified, but not limited by, thebelow tables that provide particular compounds according to theinvention.

4. Examples of in vitro Assays

The protease inhibitory activities of DPP-IV inhibitors can be readilydetermined by methods known to those of ordinary skill in the art sincesuitable in vitro assays for measuring protease activity and theinhibition thereof by test compounds are known. Examples of assays thatmay be used for measuring protease inhibitory activity and selectivityare set forth below.

DPP-IV Assay

Solutions of test compounds in varying concentrations (≦10 mM finalconcentration) were prepared in Dimethyl Sulfoxide (DMSO) and thendiluted into assay buffer comprising: 20 mM Tris, pH 7.4; 20 mM KCl; and0.1 mg/mL BSA. Human DPP-IV (0.1 nM final concentration) was added tothe dilutions and pre-incubated for 10 minutes at ambient temperaturebefore the reaction was initiated withA-P-7-amido-4-trifluoromethylcoumarin (AP-AFC; 10 μM finalconcentration). The total volume of the reaction mixture was 10-100μLdepending on assay formats used (384 or 96 well plates). The reactionwas followed kinetically (excitation λ=400 nm; emission λ=505 nm) for5-10 minutes or an end-point was measured after 10 minutes. Inhibitionconstants (IC₅₀) were calculated from the enzyme progress curves usingstandard mathematical models.

FAPα Assay

Solutions of test compounds in varying concentrations (≦10 mM finalconcentration) were prepared in Dimethyl Sulfoxide (DMSO) and thendiluted into assay buffer comprising: 20 mM Tris, pH 7.4; 20 mM KCl; and0.1 mg/mL BSA. Human FAPα (2 nM final concentration) was added to thedilutions and pre-incubated for 10 minutes at ambient temperature beforethe reaction was initiated with A-P-7-amido-4-trifluoromethylcoumarin(AP-AFC; 40 μM final concentration). The total volume of the reactionmixture was 10-100 μL depending on assay formats used (384 or 96 wellplates). The reaction was followed kinetically (excitation λ=400 nm;emission λ=505 nm) for 5-10 minutes or an end-point was measured after10 minutes. Inhibition constants (IC₅₀) were calculated from the enzymeprogress curves using standard mathematical models.

PREP Assay

Solutions of test compounds in varying concentrations (≦10 mM finalconcentration) were prepared in Dimethyl Sulfoxide (DMSO) and thendiluted into assay buffer comprising: 20 mM Sodium Phosphate, pH 7.4;0.5 mM EDTA; 0.5 mM DTT; and 0.1 mg/mLBSA. PREP (EC3.4.21.26 fromFlavobacterium meningosepticum; 0.2 nM final concentration) was added tothe dilutions. The PREP and compound were pre-incubated for 10 minutesat ambient temperature before the reaction was initiated with Z-G-P-AMC(10 μM final concentration). The total volume of the reaction mixturewas 10-100 μL depending on assay formats used (384 or 96 well plates).The reaction was followed kinetically (excitation λ=375 nm; emissionλ=460 nm) for 10 minutes or an end-point was measured after 10 minutes.Inhibition constants (IC₅₀) were calculated from the enzyme progresscurves using standard mathematical models.

Tryptase Assay

Solutions of test compounds in varying concentrations (≦10 mM finalconcentration) were prepared in Dimethyl Sulfoxide (DMSO) and thendiluted into assay buffer comprising: 100 mM Hepes, pH 7.4; 0.01%Brij35; and 10% glycerol. Tryptase (rhlung beta; 0.1 nM finalconcentration) was added to the dilutions and pre-incubated withcompound for 10 minutes at ambient temperature. The enzymatic reactionwas initiated with 25 μM Z-lys-SBzl and 400 μM DTNB. The total volume ofthe reaction mixture was 100 μL in Costar A/2 96 well plates. Thereaction was followed calorimetrically (λ=405 nm) for 10 minutes.Inhibition constants (IC₅₀) were calculated from the enzyme progresscurves using standard mathematical models.

Compounds of the invention were tested according to the above-describedassays for protease inhibition and observed to exhibit selective DPP-IVinhibitory activity. For example, compounds of the invention were foundto inhibit DPP-IV activity at concentrations that are at least 50 foldless than those concentrations required to produce an equiactiveinhibition of protease activity for FAPα. The apparent inhibitionconstants (K_(i)) for compounds of the invention, against DPP-IV, werein the range from about 10⁻⁹M to about 10⁻⁵M.

It will be apparent to those skilled in the art that variousmodifications and variations can be made in the compounds, compositions,kits, and methods of the present invention without departing from thespirit or scope of the invention. Thus, it is intended that the presentinvention cover the modifications and variations of this inventionprovided they come within the scope of the appended claims and theirequivalents.

1. A compound comprising Formula I:

wherein Q is selected from the group consisting of CO, SO, SO₂, andC═NR₄; Z is selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, amino, cyano, thio, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, hydroxy, alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl,carbonyl group, imino group, sulfonyl group and sulfinyl group, eachsubstituted or unsubstituted, and a substituted or unsubstituted 4, 5,6, or 7 membered ring; R₂ is selected from the group consisting ofhydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; L isa linker providing 0-6 atom separation between X and the ring to which Lis attached; and X is selected from the group consisting of(C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted. 2.A compound according to claim 1, wherein L provides 0-3 atom separationbetween X and the ring.
 3. A compound according to claim 1, wherein Lprovides 1-3 atom separation between X and the ring.
 4. A compoundaccording to claim 1, wherein L is a linker providing 1, 2, or 3 atomseparation between X and the ring to which L is attached, wherein theatoms of the linker providing the separation are selected from the groupconsisting of carbon, oxygen, nitrogen, and sulfur
 5. A compoundaccording to claim 1, wherein L is a linker providing 1, 2, or 3 atomseparation between X and the ring to which L is attached and the 1, 2,or 3 atoms of L providing the separation comprise carbon atoms.
 6. Acompound according to claim 1, wherein L is a linker providing 1, 2, or3 atom separation between X and the ring to which L is attached and the1, 2, or 3 atoms of L providing the separation are selected from thegroup of linkers consisting of at least one oxygen or at least onenitrogen atom.
 7. A compound according to claim 1, wherein L provides 1atom separation between X and the ring.
 8. A compound according to claim7, wherein the 1 atom separation is provided by an atom selected fromthe group consisting of C, N, O, and S.
 9. A compound according to claim7, wherein the 1 atom separation is provided by a carbon atom.
 10. Acompound according to claim 7, wherein the 1 atom separation is providedby an oxygen atom.
 11. A compound according to claim 7, wherein the 1atom separation is provided by a nitrogen atom.
 12. A compound accordingto claim 1, wherein L is a carbonyl.
 13. A compound according to claim1, wherein L is a linker providing 0-6 atom separation between X and thering to which L is attached, with the proviso that L is not —NH— or—N═CH—.
 14. A compound according to claim 1, wherein L is selected fromthe group consisting of (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, sulfon (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl,imino (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted.15. A compound according to claim 1, wherein L is selected from thegroup consisting of —CH₂—, —CHR₁₂—, —C(R₁₂)(R_(12′))—, —C(O)—, —C(S)—,—C(NH)—, —C(NR₁₂)—, —O—, —N(H)—, —N(R₁₂)—, and —S— where R₁₂ and R_(12′)are each independently selected from the group consisting of hydrogen,perhalo(C₁₋₁₀)alkyl, amino, halo, cyano, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy,alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group,sulfonyl group, sulfinyl group, each substituted or unsubstituted orwhere or R₁₂ and R_(12′) are taken together to form a 5, 6, or 7membered ring, each substituted or unsubstituted.
 16. A compoundaccording to claim 1, wherein L is selected from the group consisting of—CH₂—, —CH₂CH₂—, —CH₂CH₂CH₂—, —C(O)—, —CH₂C(O)—, —C(O)CH₂—,—CH₂—C(O)CH₂—, —C(O)CH₂CH₂—, —CH₂CH₂C(O)—, —O—, —OCH₂—, —CH₂O—,—CH₂OCH₂—, —OCH₂CH₂—, —CH₂CH₂O—, —N(CH₃)—, —NHCH₂—, —CH₂NH—, —CH₂NHCH₂—,—NHCH₂CH₂—, —CH₂CH₂NH—, —NH—C(O)—, —NCH₃—C(O)—, —C(O)NH—, —C(O)NCH₃—,—NHC(O)CH₂—, —C(O)NHCH₂—, —C(O)CH₂NH—, —CH₂NHC(O)—, —CH₂C(O)NH—,—NHCH₂C(O)—, —S—, —SCH₂—, —CH₂S—, —SCH₂CH₂—, —CH₂SCH₂—, —CH₂CH₂S—,—C(O)S—, —C(O)SCH₂—, —CH₂C(O)S—, —C(O)CH₂S—, and —CH₂SC(O)—.
 17. Acompound according to claim 1, wherein L is selected from the groupconsisting of —CH₂—, —C(O)—, —CH₂C(O)—, —C(O)CH₂—, —CH₂—C(O)CH₂—,—C(O)CH₂CH₂—, and —CH₂CH₂C(O)—.
 18. A compound according to claim 1,wherein X is selected from the group consisting of (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl,heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₄₋₁₂)bicycloaryl,carbonyl (C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl,sulfinyl (C₁₋₃)alkyl, imino (C₁₋₃)alkyl, amino, aryl, heteroaryl,hydroxy, alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonylgroup, cyano, imino group, sulfonyl group and sulfinyl group, eachsubstituted or unsubstituted.
 19. A compound according to claim 1,wherein X is selected from the group consisting of cycloalkyl, aryl,heteroaryl, heterocycloalkyl, arylalkyl, heteroarylalkyl, bicycloaryl,and heterobicycloaryl, each substituted or unsubstituted.
 20. A compoundaccording to claim 1, wherein X is a substituted or unsubstitutedcycloalkyl or heterocycloalkyl.
 21. A compound according to claim 1,wherein X is a substituted or unsubstituted (C₃₋₇)cycloalkyl.
 22. Acompound according to claim 1, wherein X is a substituted orunsubstituted (C₃₋₇)heterocycloalkyl.
 23. A compound according to claim1, wherein X is a substituted or unsubstituted aryl or heteroaryl.
 24. Acompound according to claim 1, wherein X is a substituted orunsubstituted phenyl.
 25. A compound according to claim 1, wherein X isa substituted or unsubstituted heteroaryl.
 26. A compound according toclaim 1, wherein X is a ring having a non-hydrogen substituent at a 2 or3 position of the ring.
 27. A compound according to claim 1, wherein Xhas a non-hydrogen substituent at a 2 or 3 position of the ring whereinthe non-hydrogen substituent is selected from the group consisting of(C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, nitro, halo,imino group, sulfonyl group and sulfinyl group, each substituted orunsubstituted.
 28. A compound according to claim 1, wherein X isselected from the group consisting of (2-cyano)phenyl; (3-cyano)phenyl;(2-hydroxy)phenyl; (3-hydroxy)phenyl; (2-alkenyl)phenyl;(3-alkenyl)phenyl; (2-alkynyl)phenyl; (3-alkynyl)phenyl;(2-methoxy)phenyl; (3-methoxy)phenyl; (2-nitro)phenyl; (3-nitro)phenyl;(2-carboxy)phenyl; (3-carboxy)phenyl; -(CH₂)-(2-carboxamido)phenyl;(3-carboxamido)phenyl; (2-sulfonamido)phenyl; (3-sulfonamido)phenyl;(2-tetrazolyl)phenyl; (3-tetrazolyl)phenyl; (2-aminomethyl)phenyl;(3-aminomethyl)phenyl; (2-hydroxymethyl)phenyl; (3-hydroxymethyl)phenyl;(2-phenyl)phenyl; (3-phenyl)phenyl; (2-halo)phenyl; (3-halo)phenyl;(2-CONH₂)phenyl; (3-CONH₂)phenyl; (2-CONH(C₁₋₇)alkyl)phenyl;(3-CONH(C₁₋₇)alkyl)phenyl; (2-CO₂(C₁₋₇)alkyl)phenyl;(3-CO₂(C₁₋₇)alkyl)phenyl; (2-NH₂)phenyl; (3-NH₂)phenyl;(2-(C₃₋₇)alkyl)phenyl; (3-(C₃₋₇)alkyl)phenyl;(2-(C₃₋₇)cycloalkyl)phenyl; (3-(C₃₋₇)cycloalkyl)phenyl; (2-aryl)phenyl;(3-aryl)phenyl; (2-heteroaryl)phenyl; (3-heteroaryl)phenyl;2-bromo-5-fluoro phenyl; 2-chloro-5-fluoro phenyl; 2-cyano-5-fluorophenyl; 2,5-dichloro phenyl; 2,5-difluoro phenyl; 2,5-dibromo phenyl;2-bromo-3,5-difluoro phenyl; 2-chloro-3,5-difluoro phenyl;2,3,5-trifluoro phenyl; 2,3,5,6-tetrafluorophenyl;2-bromo-3,5,6-trifluoro phenyl; 2-chloro-3,5,6-trifluoro phenyl;2-cyano-3,5difluoro phenyl; 2-cyano-3,5,6-trifluoro phenyl;(2-heterocycloalkyl)phenyl; and (3-heterocycloalkyl)phenyl, eachsubstituted or unsubstituted.
 29. A compound according to claim 1,wherein X is selected from the group consisting of:

wherein A is S, O, or NR₂₁; B is CR₂₀ or N; R₂₀ is independentlyselected from the group consisting of hydrogen, halo,perhalo(C₁₋₁₀)alkyl, amino, thio, cyano, CF₃, nitro, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy,alkoxy, aryloxy, heteroaryloxy, imino group, carbonyl group,aminosulfonyl, alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, sulfinylgroup; and R₂₁ is independently selected from the group consisting ofhydrogen, perhalo(C₁₋₁₀)alkyl, amino, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, imino group, carbonyl group, aminosulfonyl,alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, sulfinyl group.
 30. Acompound according to claim 1, wherein X is selected from the groupconsisting of:

wherein t is 0, 1, 2, or 3; and each R₇ is independently selected fromthe group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted.
 31. A compoundaccording to claim 1, wherein X is selected from the group consistingof:

wherein t is 0, 1, 2, or 3; and each R₇ is independently selected fromthe group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted.
 32. A compoundaccording to claim 31, wherein R₇ is independently selected from thegroup consisting of -cyano, -methoxy, -nitro, -carboxy, -sulfonamido,-tetrazolyl, -aminomethyl, -hydroxymethyl, -phenyl, -halo, —CONH₂,—CONH(C₁₋₇)alkyl, —CO₂(C₁₋₇)alkyl, —NH₂, —OH, —(C₁₋₅)alkyl, -alkenyl,-alkynyl, —CCH, (C₁₋₅)cycloalkyl, aryl, heteroaryl, andheterocycloalkyl, each substituted or unsubstituted.
 33. A compoundaccording to claim 1, wherein -LX is —OR₁₁, where R₁₁ is selected fromthe group consisting of substituted or unsubstituted alkyl, cycloalkyl,aryl, heteroaryl, heterocycloalkyl, arylalkyl, heteroarylalkyl,bicycloaryl, and heterobicycloaryl.
 34. A compound according to claim 1,wherein -L-X taken together is selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.35. A compound according to claim 1, wherein -LX is selected from thegroup consisting of —(C₁)alkyl-aryl, —(C₁)alkyl-bicycloaryl, -aminoaryl,-aminoheteroaryl, -aminobicycloaryl, -aminoheterobicycloaryl, —O-aryl,—O-heteroaryl, —O-bicycloaryl, —O-heterobicycloaryl, —(S)-aryl,—(S)-heteroaryl, —(S)-bicycloaryl, —S-heterobicycloaryl, —C(O)-aryl,—C(O)-heteroaryl, —C(O)-bicycloaryl, —C(O)-heterobicycloaryl,—C(S)-aryl, —C(S)-heteroaryl, —C(S)-bicycloaryl,—C(S)-heterobicycloaryl, —S(O)-aryl, —S(O)-heteroaryl,—S(O)-bicycloaryl, —SO₂-heterobicycloaryl, —SO₂-aryl, —SO₂-heteroaryl,—SO₂-bicycloaryl, —SO₂-heterobicycloaryl, —C(NR₁₃)-aryl,—C(NR₁₃)-heteroaryl, —C(NR₁₃)-bicycloaryl, —C(NR₁₃)-heterobicycloaryl,each substituted or unsubstituted where R₁₃ is selected from the groupconsisting of hydrogen, perhalo(C₁₋₁₀)alkyl, amino, cyano, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy,alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group,sulfonyl group, sulfinyl group, each substituted or unsubstituted.
 36. Acompound according to claim 1, wherein Z is selected from the groupconsisting of (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, andhetero(C₈₋₁₂)bicycloaryl, each substituted or unsubstituted.
 37. Acompound according to claim 1, wherein Z is a substituted orunsubstituted 3, 4, 5, 6, or 7 membered ring.
 38. A compound accordingto claim 1, wherein Z is a substituted or unsubstituted 3, 4, 5, 6, or 7membered cycloalkyl.
 39. A compound according to claim 1, wherein Z is asubstituted or unsubstituted 4, 5, 6, or 7 membered heterocycloalkyl.40. A compound according to claim 39, wherein Z comprises O, N(O), N, S,SO, SO₂, or a carbonyl group in the ring.
 41. A compound according toclaim 1, wherein Z is a substituted or unsubstituted aryl.
 42. Acompound according to claim 1, wherein Z is substituted or unsubstitutedphenyl.
 43. A compound according to claim 1, wherein Z is a substitutedor unsubstituted heteroaryl.
 44. A compound according to claim 1,wherein Z is —NR₉R₁₀ where R₉ and R₁₀ together are —(CH₂)₄₋₆ with orwithout being interrupted by one O, S, SO, SO₂, carbonyl group, N(O),NH, N-(aryl), N-(aryl(C₁₋₅)alkyl), N-(carboxy(C₁₋₅)alkyl), orN—(C₁₋₂)alkyl) group, each substituted or unsubstituted.
 45. A compoundaccording to claim 1, wherein Z is —NR₉R₁₀, where R₉ is selected fromthe group consisting of (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,(C₆₋₁₂)aryl, hetero(C₅₋₁₂)aryl, (C₉₋₁₂)bicycloaryl, each substituted orunsubstituted and hetero(C₈₋₁₂)bicycloaryl, and R₁₀ is selected from thegroup consisting of hydrogen and a substituted or unsubstituted(C₁₋₈)alkyl.
 46. A compound according to claim 1, wherein Z is —NR₉R₁₀where R₉ and R₁₀ are taken together to form a substituted orunsubstituted 5, 6, or 7 membered heterocycloalkyl, heteroaryl, orheterobicycloaryl.
 47. A compound according to claim 46, wherein R₉ andR₁₀ are taken together to form a pyrrole, pyrazole, triazole, imidazole,benzimidazole, indole, isoindole, piperidine, piperazine, pyrrolidine,homopiperazine, azetidine, and hexahydroazepine, each substituted orunsubstituted.
 48. A compound according to claim 1, wherein Z isselected from the group consisting of:

wherein p is 0-12 and each R₈ is independently selected from the groupconsisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, hydroxy,alkyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, alkoxy, carbonyl group, iminogroup, sulfonyl group and sulfinyl group, each substituted orunsubstituted.
 49. A compound according to claim 1, wherein Z isselected from the group consisting of

wherein r is 0-13 and each R₈ is independently selected from the groupconsisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, hydroxy,alkyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, alkoxy, carbonyl group, iminogroup, sulfonyl group and sulfinyl group, each substituted orunsubstituted.
 50. A compound according to claim 1, wherein Z isselected from the group consisting of (C₉₋₁₂)bicycloaryl andhetero(C₄₋₁₂)bicycloaryl, each substituted or unsubstituted.
 51. Acompound according to claim 1, wherein Z is a substituted orunsubstituted heteroaryl selected from the group consisting of furan,thiophene, pyrrole, pyrazole, triazole, isoxazole, oxazole, thiazole,isothiazole, oxadiazole, pyridine, pyridazine, pyrimidine, pyrazine,triazine, benzofuran, isobenzofuran, benzothiophene, isobenzothiophene,imidazole, benzimidazole, indole, isoindole, quinoline, isoquinoline,cinnoline, quinazoline, naphthyridine, pyridopyridine, quinoxaline,phthalazine, and benzothiazole, each substituted or unsubstituted.
 52. Acompound according to claim 1, wherein Z is selected from the groupconsisting of 3-amino-piperidinyl-1-yl, 3-aminomethyl-pyrrolidin-1-yl,3-aminoazetidin-1-yl, 3-amino-3-methylpiperidin-1-yl,3-aminocyclopent-1-yl, 3-aminomethylcyclopent-1-yl,3-aminomethylcyclohex-1-yl, 3-aminohexahydroazepin-1-yl,3-amino-cyclohex-1-yl, piperazin-1-yl, homopiperazin-1-yl,3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1yl, each substituted orunsubstituted.
 53. A compound according to claim 1, wherein Z isselected from the group consisting of halo, thio, hydroxyl.
 54. Acompound according to claim 1, wherein Q is selected from the groupconsisting of CO, SO and SO₂.
 55. A compound according to claim 1,wherein Q is selected from the group consisting of CO and SO₂.
 56. Acompound according to claim 1, wherein Q is C═NR₄ and R₄ is selectedfrom the group consisting of alkyl, cycloalkyl, heterocycloalkyl, aryl,heteroaryl, arylalkyl, heteroarylalkyl, bicycloaryl, andheterobicycloaryl, each substituted or unsubstituted.
 57. A compoundaccording to claim 1, wherein at least one of R₂ and R₃ is hydrogen. 58.A compound according to claim 1, wherein at least one of R₂ and R₃ isselected from the group consisting of —NH₂, —NHCH₃, —N(CH₃)₂,—NHC₁₋₃-alkyl, and —N(C₁₋₃-alkyl)₂, each substituted or unsubstituted.59. A compound according to claim 1, wherein at least one of R₂ and R₃is selected from the group consisting of a (C₂₋₁₀)alkenyl; an amino,(C₁₋₁₀)alkyl, or alkoxy carbonyl (C₁₋₃)alkenyl; an amino, (C₁₋₁₀)alkyl,or alkoxy thiocarbonyl (C₁₋₃)alkenyl; an amino, (C₁₋₁₀)alkyl, or alkoxysulfonyl (C₁₋₃)alkenyl; an amino, (C₁₋₁₀)alkyl, or alkoxy sulfinyl(C₁₋₃)alkenyl; an amino, (C₁₋₁₀)alkyl, or alkoxy imino (C₁₋₃)alkenyl; anaryl (C₁₋₅)alkenyl; and a heteroaryl (C₁₋₅) alkenyl, each substituted orunsubstituted.
 60. A compound according to claim 1, wherein at least oneof R₂ and R₃ is selected from the group consisting of a (C₂₋₁₀)alkynyl;an amino, (C₁₋₁₀)alkyl, or alkoxy carbonyl (C₁₋₃)alkynyl; an amino,(C₁₋₁₀)alkyl, or alkoxy thiocarbonyl (C₁₋₃)alkynyl; an amino,(C₁₋₁₀)alkyl, or alkoxy sulfonyl (C₁₋₃)alkynyl; an amino, (C₁₋₁₀)alkyl,or alkoxy sulfinyl (C₁₋₃)alkynyl; an amino, (C₁₋₁₀)alkyl, or alkoxyimino (C₁₋₃)alkynyl; an aryl (C₁₋₅) alkynyl; and heteroaryl(C₁₋₅)alkynyl, each substituted or unsubstituted.
 61. A compoundaccording to claim 1, wherein at least one of R₂ and R₃ is substitutedor unsubstituted (C₃₋₇)cycloalkyl.
 62. A compound according to claim 1,wherein at least one of R₂ and R₃ is substituted or unsubstituted(C₃₋₇)heterocycloalkyl.
 63. A compound according to claim 1, wherein atleast one of R₂ and R₃ is substituted or unsubstituted aryl.
 64. Acompound according to claim 1, wherein at least one of R₂ and R₃ issubstituted or unsubstituted phenyl.
 65. A compound according to claim1, wherein at least one of R₂ and R₃ is selected from the groupconsisting of 2-fluorophenyl, 4-fluorostyryl, 2-methoxyphenyl,pyrrolidin-1-yl, imidazolyl, and 3-furanyl, each substituted orunsubstituted.
 66. A compound according to claim 1, wherein at least oneof R₂ and R₃ is substituted or unsubstituted heteroaryl.
 67. A compoundaccording to claim 1, wherein at least one of R₂ and R₃ is selected fromthe group consisting of hydrogen, cyano, —CF₃, and hydroxy.
 68. Acompound according to claim 1, wherein R₂ is selected from the groupconsisting of hydrogen and hydroxy.
 69. A compound according to claim 1,wherein R₃ is selected from the group consisting of I, Br, Cl, and F.70. A compound according to claim 1, wherein at least one of R₂ and R₃is —OR₁₃ where R₁₃ is selected from the group consisting of alkyl,cycloalkyl, aryl, heteroaryl, heterocycloalkyl, arylalkyl,heteroarylalkyl, bicycloaryl, and heterobicycloaryl, each substituted orunsubstituted.
 71. A compound according to claim 1, wherein at least oneof R₂ and R₃ is a carbonyl group.
 72. A compound according to claim 1,wherein at least one of R₂ and R₃ is selected from the group consistingof an aldehyde, acid, amide, and ester.
 73. A compound according toclaim 1, wherein R₃ is selected from the group consisting of —SH, —SCH₃,and —S(C₁₋₃)alkyl, each substituted or unsubstituted.
 74. A compoundaccording to claim 1, wherein at least one of R₂ and R₃ is —NR₁₄R₁₅where R₁₄ is selected from the group consisting of (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, (C₆₋₁₂)aryl, hetero(C₅₋₁₂)aryl,(C₉₋₁₂)bicycloaryl and hetero(C₈₋₁₂)bicycloaryl, each substituted orunsubstituted and R₁₅ is selected from the group consisting of hydrogenand a substituted or unsubstituted (C₁₋₈)alkyl, and where R₁₄ and R₁₅together are —(CH₂)₄₋₅— optionally interrupted by one O, S, NH, or—N(C₁₋₃)alkyl group, unsubstituted or substituted.
 75. A compoundaccording to claim 1, wherein at least one of R₂ and R₃ is selected fromthe group consisting of a (C₁₋₃)alkyl; an amino, (C₁₋₁₀)alkyl, or alkoxycarbonyl (C₁₋₃)alkyl; an amino, (C₁₋₁₀)alkyl, or alkoxy thiocarbonyl(C₁₋₃)alkyl; an amino, (C₁₋₁₀)alkyl, or alkoxy sulfonyl (C₁₋₃)alkyl; anamino, (C₁₋₁₀)alkyl, or alkoxy sulfinyl (C₁₋₃)alkyl; an amino,(C₁₋₁₀)alkyl, or alkoxy imino (C₁₋₃)alkyl; an aryl (C₁₋₅)alkyl; and aheteroaryl (C₁₋₅)alkyl, each unsubstituted or substituted.
 76. Acompound according to claim 1, wherein at least one of R₂ and R₃ isselected from the group consisting of 1,2-dihydro-2-oxo-pyridinyl-,1,4-dihydro4-oxo-pyridinyl-, 2,3-dihydro-3-oxo-pyridazinyl-,1,2,3,6-tetrahydro-3,6-dioxo-pyridazinyl-,1,2-dihydro-2-oxo-pyrimidinyl-, 3,4-dihydro-4-oxo-pyrimidinyl-,1,2,3,4-tetrahydro-2,4-dioxo-pyrimidinyl-, 1,2-dihydro-2-oxo-pyrazinyl,1,2,3,4-tetrahydro-2,3ioxo-pyrazinyl-, 2,3-dihydro-2-oxo-indolyl-,2,3-dihydrobenzofuranyl-, 2,3-dihydro-2-oxo-1H-benzimidazol-,2,3-dihydro-2-oxo-benzoxazolyl-, 1,2-dihydro-2-oxo-quinolinyl-,1,4-dihydro-4-oxo-quinolinyl-, 1,2-dihydro-1-oxo-iso-quinolinyl-,1,4-dihydro-4-oxo-cinnolinyl-, 1,2-dihydro-2-oxo-quinazolinyl-,1,4-dihydro-4-oxo-quinazolinyl-,1,2,3,4-tetrahydro-2,4-dioxo-quinazolinyl-,1,2-dihydro-2-oxo-quinoxalinyl-,1,2,3,4-tetrahydro-2,3-dioxo-quinoxalinyl-,1,2-dihydro-1-oxo-phthalazinyl-,1,2,3,4-tetrahydro-1,4-dioxo-phthalazinyl-, chromanyl-, cumarinyl-,2,3-dihydro-benzo[1,4]dioxinyl-, and3,4-dihydro-3-oxo-2H-benzo[1,4]oxazinyl-, each unsubstituted orsubstituted.
 77. A compound according to claim 1, wherein at least oneof R₂ and R₃ is not hydrogen.
 78. A compound according to claim 1,wherein R₂ and R₃ are not hydrogen.
 79. A compound according to claim 1,wherein R₂ is selected from the group consisting of 2-fluorophenyl,styryl, 4-fluorostyryl, 2-methoxyphenyl, pyrrolidin-1-yl, imidazolyl,and 3-furanyl each unsubstituted or substituted, and R₃ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, and aryl, eachunsubstituted or substituted.
 80. A compound according to claim 1,wherein R₂ is selected from the group consisting of hydrogen, carboxyl,cyano, —CH₃ and hydroxy, and R₃ is selected from the group consisting ofhydrogen, (C₁₋₁₀)alkyl, and aryl, each unsubstituted or substituted. 81.A compound according to claim 1, wherein R₂ is selected from the groupconsisting of hydrogen, carboxyl, cyano, —CH₃ and hydroxy, and R₃ isselected from the group consisting of hydrogen, (C₃₋₇)cycloalkyl andaryl, each unsubstituted or substituted.
 82. A compound according toclaim 1, wherein: R₂ or R₃ is selected from the group consisting of—NH₂, —NHCH₃, —N(CH₃)₂, —NHC₁₋₃-alkyl, and —N(C₁₋₃-alkyl)₂, eachunsubstituted or substituted; and Z is selected from the groupconsisting of 3-amino-piperidinyl-1-yl, 3-aminomethyl-pyrrolidin-1-yl,3-aminoazetidin-1-yl, 3-amino-3-methylpiperidin-1-yl,3-aminocyclopent-1-yl, 3-aminomethylcyclopent-1-yl,3-aminomethylcyclohex-1-yl, 3-aminohexahydroazepin-1-yl,3-amino-cyclohex-1-yl, piperazin-1-yl, homopiperazin-1-yl,3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.
 83. A compound according to claim 1, wherein: Q is CO;and Z is selected from the group consisting of 3-amino-piperidinyl-1-yl,3-aminomethyl-pyrrolidin-1-yl, 3-aminoazetidin-1-yl,3-amino-3-methylpiperidin-1-yl, 3-aminocyclopent-1-yl,3-aminomethylcyclopent-1-yl, 3-aminomethylcyclohex-1-yl,3-aminohexahydroazepin-1-yl, 3-amino-cyclohex-1-yl, piperazin-1-yl,homopiperazin-1-yl, 3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.
 84. A compound according to claim 1, wherein: Q is SO;and Z is selected from the group consisting of 3-amino-piperidinyl-1-yl,3-aminomethyl-pyrrolidin-1-yl, 3-aminoazetidin-1-yl,3-amino-3-methylpiperidin-1-yl, 3-aminocyclopent-1-yl,3-aminomethylcyclopent-1-yl, 3-aminomethylcyclohex-1-yl,3-aminohexahydroazepin-1-yl, 3-amino-cyclohex-1-yl, piperazin-1-yl,homopiperazin-1-yl, 3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.
 85. A compound according to claim 1, wherein: Q is SO₂;and Z is selected from the group consisting of 3-amino-piperidinyl-1-yl,3-aminomethyl-pyrrolidin-1-yl, 3-aminoazetidin-1-yl,3-amino-3-methylpiperidin-1-yl, 3-aminocyclopent-1-yl,3-aminomethylcyclopent-1-yl, 3-aminomethylcyclohex-1-yl,3-aminohexahydroazepin-1-yl, 3-amino-cyclohex-1-yl, piperazin-1-yl,homopiperazin-1-yl, 3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.
 86. A compound according to claim 1, wherein: Q is CO;-L-X together are selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted;and Z is selected from the group consisting of 3-amino-piperidinyl-1-yl,3-aminomethyl-pyrrolidin-1-yl, 3-aminoazetidin-1-yl,3-amino-3-methylpiperidin-1-yl, 3-aminocyclopent-1-yl,3-aminomethylcyclopent-1-yl, 3-aminomethylcyclohex-1-yl,3-aminohexahydroazepin-1-yl, 3-amino-cyclohex-1-yl, piperazin-1-yl,homopiperazin-1-yl, 3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.
 87. A compound according to claim 1, wherein: Q is SO;-L-X together are selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted;and Z is selected from the group consisting of 3-amino-piperidinyl-1-yl,3-aminomethyl-pyrrolidin-1-yl, 3-aminoazetidin-1-yl,3-amino-3-methylpiperidin-1-yl, 3-aminocyclopent-1-yl,3-aminomethylcyclopent-1-yl, 3-aminomethylcyclohex-1-yl,3-aminohexahydroazepin-1-yl, 3-amino-cyclohex-1-yl, piperazin-1-yl,homopiperazin-1-yl, 3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.
 88. A compound according to claim 1, wherein: Q is SO₂;-L-X together are selected from the group consisting of—(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted;and Z is selected from the group consisting of 3-amino-piperidinyl-1-yl,3-aminomethyl-pyrrolidin-1-yl, 3-aminoazetidin-1-yl,3-amino-3-methylpiperidin-1-yl, 3-aminocyclopent-1-yl,3-aminomethylcyclopent-1-yl, 3-aminomethylcyclohex-1-yl,3-aminohexahydroazepin-1-yl, 3-amino-cyclohex-1-yl, piperazin-1-yl,homopiperazin-1-yl, 3-amino-pyrrolidin-1-yl, R-3-aminopiperidin-1-yl,R-3-amino-3-methylpiperidin-1-yl, 3-amino-cyclohex-1-yl,3-amino-cyclopent-1-yl, and 3-amino-pyrrolidin-1-yl, each substituted orunsubstituted.
 89. A compound selected from the group consisting of:2-[4-(3-Amino-piperidin-1-yl)-6-oxo-1,6-dihydro-pyrimidin-5-ylmethyl]-benzonitrile;2-[4-(3-Amino-piperidin-1-yl)-1-methyl-6-oxo-1,6-dihydro-pyrimidin-5-ylmethyl]-benzonitrile;2-[4-(3-Amino-piperidin-1-yl)-1-methyl-6-oxo-2-phenyl-1,6-dihydro-pyrimidin-5-yloxy]-benzonitrile;2-{[4-(3-Amino-piperidin-1-yl)-1-methyl-6-oxo-2-phenyl-1,6-dihydro-pyrimidin-5-ylmethyl]-amino}-benzonitrile;2-[4-(3-Amino-piperidin-1-yl)-6-oxo-2-phenyl-1,6-dihydro-pyrimidin-5-ylmethyl]-benzonitrile;2-[4-(3-Amino-piperidin-1-yl)-1-methyl-6-oxo-2-phenyl-1,6-dihydro-pyrimidin-5-ylmethyl]-benzonitrile;2-[4-(3-Amino-piperidin-1-yl)-1-methyl-6-oxo-2-phenyl-1,6-dihydro-pyrimidin-5-yloxymethyl]-benzonitrile;and2-{[4-(3-Amino-piperidin-1-yl)-1-methyl-6-oxo-1,6-dihydro-pyrimidin-5-ylmethyl]-amino}-benzonitrile.90. A compound according to claim 1, wherein the compound is in the formof a pharmaceutically acceptable salt.
 91. A compound comprising FormulaII:

wherein n is 0, 1, 2, or 3; Q is selected from the group consisting ofCO, SO, SO₂, and C═NR₄; Z is selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, amino, cyano, thio, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, hydroxy, alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl,carbonyl group, imino group, sulfonyl group and sulfinyl group, eachsubstituted or unsubstituted, and a substituted or unsubstituted 4, 5,6, or 7 membered ring; R₂ is selected from the group consisting ofhydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₅and R₆ are each independently selected from the group consisting ofhydrogen, a substituted or unsubstituted (C₁₋₁₀)alkyl, a substituted orunsubstituted (C₁₋₁₀)alkoxy, cyano, and halo, or where R₅ and R₆ aretaken together to form a ring; and X is selected from the groupconsisting of (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted.92. A compound according to claim 91, wherein R₅ and R₆ are takentogether to form a ring.
 93. A compound according to claim 91, whereinat least one of R₅ and R₆ is a substituted or unsubstituted—(C₁₋₈)alkyleneR₁₇, wherein R₁₇ is selected from the group consisting of(C₃₋₁₂)cycloalkyl, hetero(C₄₋₁₂)cycloalkyl, (C₆₋₁₂)aryl,hetero(C₅₋₁₂)aryl, (C₉₋₁₂)bicycloalkyl, hetero(C₉₋₁₂)bicycloalkyl,(C₉₋₁₂)bicycloaryl and hetero(C₈₋₁₂)bicycloaryl, each substituted orunsubstituted.
 94. A compound according to claim 91, wherein at leastone of R₅ and R₆ is optionally substituted by one to three radicalsselected from the group consisting of (C₁₋₆)alkyl, cyano, halo, nitro,halo-substituted(C₁₋₆)alkyl, —NR₁₈R₁₈, —NR₁₈C(O)OR₁₈, —NR₁₈C(O)NR₁₈R₁₈,—NR₁₈C(NR₁₈)NR₁₈R₁₈, —OR₁₈, —SR₁₈, —C(O)OR₁₈, —C(O)NR₁₈R₁₈,—S(O)₂NR₁₈R₁₈, —P(O)(OR₁₈)OR₁₈, —OP(O)(OR₁₈)OR₁₈, —NR₁₈C(O)R₁₈,—S(O)R₁₈, —S(O)₂R₁₈, —(C₁₋₈)alkyleneC(O)R₁₈, —(C₁₋₈)alkyleneNR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)OR₁₈, —(C₁₋₈)alkyleneNR₁₈C(O)NR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(NR₁₈)NR₁₈R₁₈, —(C₁₋₈)alkyleneOR₁₈,—(C₁₋₈)alkyleneSR₁₈, —(C₁₋₈)alkyleneC(O)OR₁₈,—(C₁₋₈)alkyleneC(O)NR₁₈R₁₈, —(C₁₋₈)alkyleneS(O)₂NR₁₈R₁₈,—(C₁₋₈)alkyleneP(O)(OR₁₈)OR₁₈, —(C₁₋₈)alkyleneOP(O)(OR₁₈)OR₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)R₁₈, —(C₁₋₈)alkyleneS(O)R₁₈,—(C₁₋₈)alkyleneS(O)₂R₁₈ and —(C₁₋₈)alkyleneC(O)R₁₈ where each R₁₈substituent is independently selected from the group consisting ofhydrogen and a substituted or unsubstituted (C₁₋₈)alkyl.
 95. A compoundaccording to claim 91, wherein at least one of R₅ and R₆ is optionallysubstituted by one to three radicals selected from the group consistingof —NH₂, —NHC(NH)NH₂, —OH, —SH, —C(O)OH and —C(O)NH₂.
 96. A compoundaccording to claim 91, wherein R₅ and R₆ are hydrogen.
 97. A compoundaccording to claim 96, wherein n is 1 or
 2. 98. A compound according toclaim 91, wherein: n is 1 or 2; Z is selected from the group consistingof alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group,imino group, sulfonyl group and sulfinyl group, and a substituted orunsubstituted 4, 5, 6, or 7 membered ring; and R₅ and R₆ are hydrogen.99. A compound comprising Formula III:

wherein m is 0, 1, 2, 3, 4, or 5; n is 0, 1, 2, or 3; Q is selected fromthe group consisting of CO, SO, SO₂, and C═NR₄; Z is selected from thegroup consisting of halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, thio,(C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, hydroxy, alkoxy, aryloxy, heteroaryloxy,alkenyl, alkynyl, carbonyl group, imino group, sulfonyl group andsulfinyl group, each substituted or unsubstituted, and a substituted orunsubstituted 4, 5, 6, or 7 membered ring; R₂ is selected from the groupconsisting of hydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl, hetero(C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl, aryl(C₁₋₁₀)alkyl,heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₅and R₆ are each independently selected from the group consisting ofhydrogen, a substituted or unsubstituted (C₁₋₁₀)alkyl, a substituted orunsubstituted (C₁₋₁₀)alkoxy, cyano, and halo, or where R₅ and R₆ aretaken together to form a ring; and each R₇ is independently selectedfrom the group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃,(C₁₋₁₀)alkyl, alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl,alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy,arylalkyl, heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonylgroup and sulfinyl group, each substituted or unsubstituted.
 100. Acompound according to claim 99, wherein R₅ and R₆ are taken together toform a ring.
 101. A compound according to claim 99, wherein at least oneof R₅ and R₆ is a substituted or unsubstituted —(C₁₋₈)alkyleneR₁₇,wherein R₁₇ is selected from the group consisting of (C₃₋₁₂)cycloalkyl,hetero(C₄₋₁₂)cycloalkyl, (C₆₋₁₂)aryl, hetero(C₅₋₁₂)aryl,(C₉₋₁₂)bicycloalkyl, hetero(C₉₋₁₂)bicycloalkyl, (C₉₋₁₂)bicycloaryl andhetero(C₈₋₁₂)bicycloaryl, each substituted or unsubstituted.
 102. Acompound according to claim 99, wherein at least one of R₅ and R₆ isoptionally substituted by one to three radicals selected from the groupconsisting of (C₁₋₆)alkyl, cyano, halo, nitro,halo-substituted(C₁₋₆)alkyl, —NR₁₈R₁₈, —NR₁₈C(O)OR₁₈, —NR₁₈C(O)NR₁₈R₁₈,—NR₁₈C(NR₁₈)NR₁₈R₁₈, —OR₁₈, —SR₁₈, —C(O)OR₁₈, —C(O)NR₁₈R₁₈,—S(O)₂NR₁₈R₁₈, —P(O)(OR₁₈)OR₁₈, —OP(O)(OR₁₈)OR₁₈, —NR₁₈C(O)R₁₈,—S(O)R₁₈, —S(O)₂R₁₈, —(C₁₋₈)alkyleneC(O)R₁₈, —(C₁₋₈)alkyleneNR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)OR₁₈, —(C₁₋₈)alkyleneNR₁₈C(O)NR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(NR₁₈)NR₁₈R₁₈, —(C₁₋₈)alkyleneOR₁₈,—(C₁₋₈)alkyleneSR₁₈, —(C₁₋₈)alkyleneC(O)OR₁₈,—(C₁₋₈)alkyleneC(O)NR₁₈R₁₈, —(C₁₋₈)alkyleneS(O)₂NR₁₈R₁₈,—(C₁₋₈)alkyleneP(O)(OR₁₈)OR₁₈, —(C₁₋₈)alkyleneOP(O)(OR₁₈)OR₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)R₁₈, —(C₁₋₈)alkyleneS(O)R₁₈,—(C₁₋₈)alkyleneS(O)₂R₁₈ and —(C₁₋₈)alkyleneC(O)R₁₈ where each R₁₈substituent is independently selected from the group consisting ofhydrogen and a substituted or unsubstituted (C₁₋₈)alkyl.
 103. A compoundaccording to claim 99, wherein at least one of R₅ and R₆ is optionallysubstituted by one to three radicals selected from the group consistingof —NH₂, —NHC(NH)NH₂, —OH, —SH, —C(O)OH and —C(O)NH₂.
 104. A compoundaccording to claim 99, wherein R₅ and R₆ are hydrogen.
 105. A compoundaccording to claim 104, wherein n is 1 or
 2. 106. A compound accordingto claim 99, wherein R₅ and R₆ are hydrogen and each R₇ is independentlyselected from the group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃,(C₁₋₁₀)alkyl, alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl,alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy,arylalkyl, heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonylgroup and sulfinyl group, each substituted or unsubstituted.
 107. Acompound according to claim 99, wherein R₅ and R₆ are hydrogen and twoR₇ are taken together to form a substituted or unsubstituted fused orbridged ring.
 108. A compound according to claim 99, wherein R₅ and R₆are hydrogen, n is 1, and R₇ is 2-cyano.
 109. A compound according toclaim 99, wherein: n is 1, 2, or 3; R₅ and R₆ are hydrogen; and each R₇is independently selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, CF₃, heteroaryl, aryloxy, heteroaryloxy, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted.
 110. A compoundaccording to claim 99, wherein R₅ and R₆ are hydrogen and R₇ is 2-cyano.111. A compound according to claim 99, wherein two R₇ are taken togetherto form a substituted or unsubstituted fused ring.
 112. A compoundaccording to claim 99, wherein two R₇ are taken together to form asubstituted or unsubstituted bridged ring.
 113. A compound according toclaim 99, wherein: n is 1 or 2; Z is selected from the group consistingof alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group,imino group, sulfonyl group and sulfinyl group, and a substituted orunsubstituted 4, 5, 6, or 7 membered ring; and R₅ and R₆ are hydrogen.114. A compound comprising one of Formulae IVa, IVb, and IVc:

wherein n is 0, 1, 2, or 3; Q is selected from the group consisting ofCO, SO, SO₂, and C═NR₄; each of T, U, V, W and Y is independentlynitrogen or CR₁₆, provided that no more than two of T, U, V, W and Y arenitrogen; Z is selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, amino, cyano, thio, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, hydroxy, alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl,carbonyl group, imino group, sulfonyl group and sulfinyl group, eachsubstituted or unsubstituted, and a substituted or unsubstituted 4, 5,6, or 7 membered ring; R₂ is selected from the group consisting ofhydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₅and R₆ are each independently selected from the group consisting ofhydrogen, a substituted or unsubstituted (C₁₋₁₀)alkyl, a substituted orunsubstituted (C₁₋₁₀)alkoxy, cyano, and halo, or where R₅ and R₆ aretaken together to form a ring; and each R₁₆ is independently selectedfrom the group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃,(C₁₋₁₀)alkyl, alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl,alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy,arylalkyl, heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio,cyano, nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonylgroup and sulfinyl group, each substituted or unsubstituted.
 115. Acompound according to claim 114, wherein R₅ and R₆ are taken together toform a ring.
 116. A compound according to claim 114, wherein at leastone of R₅ and R₆ is a substituted or unsubstituted —(C₁₋₈)alkyleneR₁₇,wherein R₁₇ is selected from the group consisting of (C₃₋₁₂)cycloalkyl,hetero(C₄₋₁₂)cycloalkyl, (C₆₋₁₂)aryl, hetero(C₅₋₁₂)aryl,(C₉₋₁₂)bicycloalkyl, hetero(C₉₋₁₂)bicycloalkyl, (C₉₋₁₂)bicycloaryl andhetero(C₈₋₁₂)bicycloaryl, each substituted or unsubstituted.
 117. Acompound according to claim 114, wherein at least one of R₅ and R₆ isoptionally substituted by one to three radicals selected from the groupconsisting of (C₁₋₆)alkyl, cyano, halo, nitro,halo-substituted(C₁₋₆)alkyl, —NR₁₈R₁₈, —NR₁₈C(O)OR₁₈, —NR₁₈C(O)NR₁₈R₁₈,—NR₁₈C(NR₁₈)NR₁₈R₁₈, —OR₁₈, —SR₁₈, —C(O)OR₁₈, —C(O)NR₁₈R₁₈,—S(O)₂NR₁₈R₁₈, —P(O)(OR₁₈)OR₁₈, —OP(O)(OR₁₈)OR₁₈, —NR₁₈C(O)R₁₈,—S(O)R₁₈, —S(O)₂R₁₈, —(C₁₋₈)alkyleneC(O)R₁₈, —(C₁₋₈)alkyleneNR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)OR₁₈, —(C₁₋₈)alkyleneNR₁₈C(O)NR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(NR₁₈)NR₁₈R₁₈, —(C₁₋₈)alkyleneOR₁₈,—(C₁₋₈)alkyleneSR₁₈, —(C₁₋₈)alkyleneC(O)OR₁₈,—(C₁₋₈)alkyleneC(O)NR₁₈R₁₈, —(C₁₋₈)alkyleneS(O)₂NR₁₈R₁₈,—(C₁₋₈)alkyleneP(O)(OR₁₈)OR₁₈, —(C₁₋₈)alkyleneOP(O)(OR₁₈)OR₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)R₁₈, —(C₁₋₈)alkyleneS(O)R₁₈,—(C₁₋₈)alkyleneS(O)₂R₁₈ and —(C₁₋₈)alkyleneC(O)R₁₈ where each R₁₈substituent is independently selected from the group consisting ofhydrogen and a substituted or unsubstituted (C₁₋₈)alkyl.
 118. A compoundaccording to claim 114, wherein at least one of R₅ and R₆ is optionallysubstituted by one to three radicals selected from the group consistingof —NH₂, —NHC(NH)NH₂, —OH, —SH, —C(O)OH and —C(O)NH₂.
 119. A compoundaccording to claim 114, wherein R₅ and R₆ are hydrogen.
 120. A compoundaccording to claim 119, wherein n is 1 or
 2. 121. A compound accordingto claim 114, wherein: n is 1 or 2; Z is selected from the groupconsisting of alkoxy, aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonylgroup, imino group, sulfonyl group and sulfinyl group, and a substitutedor unsubstituted 4, 5, 6, or 7 membered ring; and R₅ and R₆ arehydrogen.
 122. A compound comprising Formula V:

wherein Q is selected from the group consisting of CO, SO, SO₂, andC═NR₄; R₁ is selected from the group consisting of (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₈₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group, sulfonylgroup and sulfinyl group, each substituted or unsubstituted; R₂ isselected from the group consisting of hydrogen, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; andR₉ and R₁₀ are each independently selected from the group consisting ofhydrogen, perhalo(C₁₋₁₀)alkyl, amino, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, sulfonyl group, sulfinyl group, eachsubstituted or unsubstituted, or R₉ and R₁₀ are taken together to form a5, 6, or 7 membered ring, each substituted or unsubstituted.
 123. Acompound according to claim 122, wherein R₁ is selected from the groupconsisting of

wherein A is S, O, or NR₂₁; B is CR₂₀ or N; R₂₀ is independentlyselected from the group consisting of hydrogen, halo,perhalo(C₁₋₁₀)alkyl, amino, thio, cyano, CF₃, nitro, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy,alkoxy, aryloxy, heteroaryloxy, imino group, carbonyl group,aminosulfonyl, alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, sulfinylgroup; and R₂₁ is independently selected from the group consisting ofhydrogen, perhalo(C₁₋₁₀)alkyl, amino, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, imino group, carbonyl group, aminosulfonyl,alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, sulfinyl group.
 124. Acompound according to claim 122, wherein R₁ is selected from the groupconsisting of:

wherein t is 0, 1, 2, or 3; and each R₇ is independently selected fromthe group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted.
 125. A compoundaccording to claim 122, wherein R₁ is selected from the group consistingof:

wherein t is 0, 1, 2, or 3; and each R₇ is independently selected fromthe group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted.
 126. A compoundaccording to claim 122, wherein: Q is CO; and R₁ is selected from thegroup consisting of —(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.127. A compound according to claim 122, wherein: Q is SO; and R₁ isselected from the group consisting of —(CH₂)-(2-cyano)phenyl;—(CH₂)-(3-cyano)phenyl; —(CH₂)-(2-hydroxy)phenyl;—(CH₂)-(3-hydroxy)phenyl; —(CH₂)-(2-alkenyl)phenyl;—(CH₂)-(3-alkenyl)phenyl; —(CH₂)-(2-alkynyl)phenyl;—(CH₂)-(3-alkynyl)phenyl; —(CH₂)-(2-methoxy)phenyl;—(CH₂)-(3-methoxy)phenyl; —(CH₂)-(2-nitro)phenyl;—(CH₂)-(3-nitro)phenyl; —(CH₂)-(2-carboxy)phenyl;—(CH₂)-(3-carboxy)phenyl; —(CH₂)-(2-carboxamido)phenyl;—(CH₂)-(3-carboxamido)phenyl; —(CH₂)-(2-sulfonamido)phenyl;—(CH₂)-(3-sulfonamido)phenyl; —(CH₂)-(2-tetrazolyl)phenyl;—(CH₂)-(3-tetrazolyl)phenyl; —(CH₂)-(2-aminomethyl)phenyl;—(CH₂)-(3-aminomethyl)phenyl; —(CH₂)-(2-hydroxymethyl)phenyl;—(CH₂)-(3-hydroxymethyl)phenyl; —(CH₂)-(2-phenyl)phenyl;—(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl; —(CH₂)-(3-halo)phenyl;—(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.128. A compound according to claim 122, wherein: Q is SO₂; and R₁ isselected from the group consisting of —(CH₂)-(2-cyano)phenyl;—(CH₂)-(3-cyano)phenyl; —(CH₂)-(2-hydroxy)phenyl;—(CH₂)-(3-hydroxy)phenyl; —(CH₂)-(2-alkenyl)phenyl;—(CH₂)-(3-alkenyl)phenyl; —(CH₂)-(2-alkynyl)phenyl;—(CH₂)-(3-alkynyl)phenyl; —(CH₂)-(2-methoxy)phenyl;—(CH₂)-(3-methoxy)phenyl; —(CH₂)-(2-nitro)phenyl;—(CH₂)-(3-nitro)phenyl; —(CH₂)-(2-carboxy)phenyl;—(CH₂)-(3-carboxy)phenyl; —(CH₂)-(2-carboxamido)phenyl;—(CH₂)-(3-carboxamido)phenyl; —(CH₂)-(2-sulfonamido)phenyl;—(CH₂)-(3-sulfonamido)phenyl; —(CH₂)-(2-tetrazolyl)phenyl;—(CH₂)-(3-tetrazolyl)phenyl; —(CH₂)-(2-aminomethyl)phenyl;—(CH₂)-(3-aminomethyl)phenyl; —(CH₂)-(2-hydroxymethyl)phenyl;—(CH₂)-(3-hydroxymethyl)phenyl; —(CH₂)-(2-phenyl)phenyl;—(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl; —(CH₂)-(3-halo)phenyl;—(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.129. A compound comprising Formula VI:

wherein Q is selected from the group consisting of CO, SO, SO₂, andC═NR₄; R₂ is selected from the group consisting of hydrogen,(C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₉and R₁₀ are each independently selected from the group consisting ofhydrogen, perhalo(C₁₋₁₀)alkyl, amino, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, sulfonyl group, and sulfinyl group, eachsubstituted or unsubstituted, or R₉ and R₁₀ are taken together to form a5, 6, or 7 membered ring, each substituted or unsubstituted; L is alinker providing 0-6 atom separation between X and the ring to which Lis attached; and X is selected from the group consisting of(C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted.130. A compound comprising Formula VII:

wherein n is 0, 1, 2, or 3; Q is selected from the group consisting ofCO, SO, SO₂, and C═NR₄; R₂ is selected from the group consisting ofhydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₅and R₆ are each independently selected from the group consisting ofhydrogen, a substituted or unsubstituted (C₁₋₁₀)alkyl, a substituted orunsubstituted (C₁₋₁₀)alkoxy, cyano, and halo, or where R₅ and R₆ aretaken together to form a ring; R₉ and R₁₀ are each independentlyselected from the group consisting of hydrogen, perhalo(C₁₋₁₀)alkyl,amino, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy, heteroaryloxy,carbonyl group, sulfonyl group, and sulfinyl group, each substituted orunsubstituted, or R₉ and R₁₀ are taken together to form a 5, 6, or 7membered ring, each substituted or unsubstituted; and X is selected fromthe group consisting of (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl,imino (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted.131. A compound according to claim 130, wherein R₅ and R₆ are takentogether to form a ring.
 132. A compound according to claim 130, whereinat least one of R₅ and R₆ is a substituted or unsubstituted—(C₁₋₈)alkyleneR₁₇, wherein R₁₇ is selected from the group consisting of(C₃₋₁₂)cycloalkyl, hetero(C₄₋₁₂)cycloalkyl, (C₆₋₁₂)aryl,hetero(C₅₋₁₂)aryl, (C₉₋₁₂)bicycloalkyl, hetero(C₉₋₁₂)bicycloalkyl,(C₉₋₁₂)bicycloaryl and hetero(C₈₋₁₂)bicycloaryl, each substituted orunsubstituted.
 133. A compound according to claim 130, wherein at leastone of R₅ and R₆ is optionally substituted by one to three radicalsselected from the group consisting of (C₁₋₆)alkyl, cyano, halo, nitro,halo-substituted(C₁₋₆)alkyl, —NR₁₈R₁₈, —NR₁₈C(O)OR₁₈, —NR₁₈C(O)NR₁₈R₁₈,—NR₁₈C(NR₁₈)NR₁₈R₁₈, —OR₁₈, —SR₁₈, —C(O)OR₁₈, —C(O)NR₁₈R₁₈,—S(O)₂NR₁₈R₁₈, —P(O)(OR₁₈)OR₁₈, —OP(O)(OR₁₈)OR₁₈, —NR₁₈C(O)R₁₈,—S(O)R₁₈, —S(O)₂R₁₈, —(C₁₋₈)alkyleneC(O)R₁₈, —(C₁₋₈)alkyleneNR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)OR₁₈, —(C₁₋₈)alkyleneNR₁₈C(O)NR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(NR₁₈)NR₁₈R₁₈, —(C₁₋₈)alkyleneOR₁₈,—(C₁₋₈)alkyleneSR₁₈, —(C₁₋₈)alkyleneC(O)OR₁₈,—(C₁₋₈)alkyleneC(O)NR₁₈R₁₈, —(C₁₋₈)alkyleneS(O)₂NR₁₈R₁₈,—(C₁₋₈)alkyleneP(O)(OR₁₈)OR₁₈, —(C₁₋₈)alkyleneOP(O)(OR₁₈)OR₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)R₁₈, —(C₁₋₈)alkyleneS(O)R₁₈,—(C₁₋₈)alkyleneS(O)₂R₁₈ and —(C₁₋₈)alkyleneC(O)R₁₈ where each R₁₈substituent is independently selected from the group consisting ofhydrogen and a substituted or unsubstituted (C₁₋₈)alkyl.
 134. A compoundaccording to claim 130, wherein at least one of R₅ and R₆ is optionallysubstituted by one to three radicals selected from the group consistingof —NH₂, —NHC(NH)NH₂, —OH, —SH, —C(O)OH and —C(O)NH₂.
 135. A compoundaccording to claim 130, wherein R₅ and R₆ are hydrogen.
 136. A compoundaccording to claim 135, wherein n is 1 or
 2. 137. A compound comprisingFormula VIII:

wherein n is 0, 1, 2, or 3; m is 0, 1, 2, 3, 4, or 5; Q is selected fromthe group consisting of CO, SO, SO₂, and C═NR₄; R₂ is selected from thegroup consisting of hydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl, hetero(C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl, aryl(C₁₋₁₀)alkyl,heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₅and R₆ are each independently selected from the group consisting ofhydrogen, a substituted or unsubstituted (C₁₋₁₀)alkyl, a substituted orunsubstituted (C₁₋₁₀)alkoxy, cyano, and halo, or where R₅ and R₆ aretaken together to form a ring; each R₇ is independently selected fromthe group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted; and R₉ and R₁₀ areeach independently selected from the group consisting of hydrogen,perhalo(C₁₋₁₀)alkyl, amino, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, sulfonyl group, and sulfinyl group, eachsubstituted or unsubstituted, or R₉ and R₁₀ are taken together to form a5, 6, or 7 membered ring, each substituted or unsubstituted.
 138. Acompound according to claim 137, wherein R₅ and R₆ are taken together toform a ring.
 139. A compound according to claim 137, wherein at leastone of R₅ and R₆ is a substituted or unsubstituted —(C₁₋₈)alkyleneR₁₇,wherein R₁₇ is selected from the group consisting of (C₃₋₁₂)cycloalkyl,hetero(C₄₋₁₂)cycloalkyl, (C₆₋₁₂)aryl, hetero(C₅₋₁₂)aryl,(C₉₋₁₂)bicycloalkyl, hetero(C₉₋₁₂)bicycloalkyl, (C₉₋₁₂)bicycloaryl andhetero(C₈₋₁₂)bicycloaryl, each substituted or unsubstituted.
 140. Acompound according to claim 137, wherein at least one of R₅ and R₆ isoptionally substituted by one to three radicals selected from the groupconsisting of (C₁₋₆)alkyl, cyano, halo, nitro,halo-substituted(C₁₋₆)alkyl, —NR₁₈R₁₈, —NR₁₈C(O)OR₁₈, —NR₁₈C(O)NR₁₈R₁₈,—NR₁₈C(NR₁₈)NR₁₈R₁₈, —OR₁₈, —SR₁₈, —C(O)OR₁₈, —C(O)NR₁₈R₁₈,—S(O)₂NR₁₈R₁₈, —P(O)(OR₁₈)OR₁₈, —OP(O)(OR₁₈)OR₁₈, —NR₁₈C(O)R₁₈,—S(O)R₁₈, —S(O)₂R₁₈, —(C₁₋₈)alkyleneC(O)R₁₈, —(C₁₋₈)alkyleneNR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)OR₁₈, —(C₁₋₈)alkyleneNR₁₈C(O)NR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(NR₁₈)NR₁₈R₁₈, —(C₁₋₈)alkyleneOR₁₈,—(C₁₋₈)alkyleneSR₁₈, —(C₁₋₈)alkyleneC(O)OR₁₈,—(C₁₋₈)alkyleneC(O)NR₁₈R₁₈, —(C₁₋₈)alkyleneS(O)₂NR₁₈R₁₈,—(C₁₈)alkyleneP(O)(OR₁₈)OR₁₈, —(C₁₋₈)alkyleneOP(O)(OR₁₈)OR₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)R₁₈, —(C₁₋₈)alkyleneS(O)R₁₈,—(C₁₋₈)alkyleneS(O)₂R₁₈ and —(C₁₋₈)alkyleneC(O)R₁₈ where each R₁₈substituent is independently selected from the group consisting ofhydrogen and a substituted or unsubstituted (C₁₋₈)alkyl.
 141. A compoundaccording to claim 137, wherein at least one of R₅ and R₆ is optionallysubstituted by one to three radicals selected from the group consistingof —NH₂, —NHC(NH)NH₂, —OH, —SH, —C(O)OH and —C(O)NH₂.
 142. A compoundaccording to claim 137, wherein R₅ and R₆ are hydrogen.
 143. A compoundaccording to claim 137, wherein n is 1 or
 2. 144. A compound accordingto claim 137, wherein R₅ and R₆ are hydrogen and each R₇ isindependently selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl, aryl,heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, cyano, nitro, hydroxy,alkoxy, carbonyl group, imine group, sulfonyl group and sulfinyl group,each substituted or unsubstituted.
 145. A compound according to claim137, wherein R₅ and R₆ are hydrogen and two R₇ are taken together toform a substituted or unsubstituted fused or bridged ring.
 146. Acompound according to claim 137, wherein R₅ and R₆ are hydrogen, n is 1,and R₇ is 2-cyano.
 147. A compound according to claim 137, wherein: n is1, 2, or 3; R₅ and R₆ are hydrogen; and each R₇ is independentlyselected from the group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃,heteroaryl, aryloxy, heteroaryloxy, cyano, nitro, hydroxy, alkoxy,carbonyl group, imine group, sulfonyl group and sulfinyl group, eachsubstituted or unsubstituted.
 148. A compound according to claim 137,wherein R₅ and R₆ are hydrogen and R₇ is 2-cyano.
 149. A compoundaccording to claim 137, wherein two R₇ are taken together to form asubstituted or unsubstituted fused ring.
 150. A compound according toclaim 137, wherein two R₇ are taken together to form a substituted orunsubstituted bridged ring.
 151. A compound comprising one of FormulaeIXa, IXb, and IXc:

wherein n is 0, 1, 2, or 3; Q is selected from the group consisting ofCO, SO, SO₂, and C═NR₄; each of T, U, V, W, and Y is independentlynitrogen or CR₁₆, provided that no more than two of T, U, V, W, and Yare nitrogen; R₂ is selected from the group consisting of hydrogen,(C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl (C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₅and R₆ are each independently selected from the group consisting ofhydrogen, a substituted or unsubstituted (C₁₋₁₀)alkyl, a substituted orunsubstituted (C₁₋₁₀)alkoxy, cyano, and halo, or where R₅ and R₆ aretaken together to form a ring; each R₁₆ is independently selected fromthe group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted; and R₉ and R₁₀ areeach independently selected from the group consisting of hydrogen,perhalo(C₁₋₁₀)alkyl, amino, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, sulfonyl group, and sulfinyl group, eachsubstituted or unsubstituted, or R₉ and R₁₀ are taken together to form a5, 6, or 7 membered ring, each substituted or unsubstituted.
 152. Acompound according to claim 151, wherein R₅ and R₆ are taken together toform a ring.
 153. A compound according to claim 151, wherein at leastone of R₅ and R₆ is a substituted or unsubstituted —(C₁₋₈)alkyleneR₁₇,wherein R₁₇ is selected from the group consisting of (C₃₋₁₂)cycloalkyl,hetero(C₄₋₁₂)cycloalkyl, (C₆₋₁₂)aryl, hetero(C₅₋₁₂)aryl,(C₉₋₁₂)bicycloalkyl, hetero(C₉₋₁₂)bicycloalkyl, (C₉₋₁₂)bicycloaryl andhetero(C₈₋₁₂)bicycloaryl, each substituted or unsubstituted.
 154. Acompound according to claim 151, wherein at least one of R₅ and R₆ isoptionally substituted by one to three radicals selected from the groupconsisting of (C₁₋₆)alkyl, cyano, halo, nitro,halo-substituted(C₁₋₆)alkyl, —NR₁₈R₁₈, —NR₁₈C(O)OR₁₈, —NR₁₈C(O)NR₁₈R₁₈,—NR₁₈C(NR₁₈)NR₁₈R₁₈, —OR₁₈, —SR₁₈, —C(O)OR₁₈, —C(O)NR₁₈R₁₈,—S(O)₂NR₁₈R₁₈, —P(O)(OR₁₈)OR₁₈, —OP(O)(OR₁₈)OR₁₈, —NR₁₈C(O)R₁₈,—S(O)R₁₈, —S(O)₂R₁₈, —(C₁₋₈)alkyleneC(O)R₁₈, —(C₁₋₈)alkyleneNR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)OR₁₈, —(C₁₈)alkyleneNR₁₈C(O)NR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(NR₁₈)NR₁₈R₁₈, —(C₁₋₈)alkyleneOR₁₈,—(C₁₋₈)alkyleneSR₁₈, —(C₁₋₈)alkyleneC(O)OR₁₈,—(C₁₋₈)alkyleneC(O)NR₁₈R₁₈, —(C₁₋₈)alkyleneS(O)₂NR₁₈R₁₈,—(C₁₋₈)alkyleneP(O)(OR₁₈)OR₁₈, —(C₁₋₈)alkyleneOP(O)(OR₁₈)OR₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)R₁₈, —(C₁₋₈)alkyleneS(O)R₁₈,—(C₁₋₈)alkyleneS(O)₂R₁₈ and —(C₁₋₈)alkyleneC(O)R₁₈ where each R₁₈substituent is independently selected from the group consisting ofhydrogen and a substituted or unsubstituted (C₁₋₈)alkyl.
 155. A compoundaccording to claim 151, wherein at least one of R₅ and R₆ is optionallysubstituted by one to three radicals selected from the group consistingof —NH₂, —NHC(NH)NH₂, —OH, —SH, —C(O)OH and —C(O)NH₂.
 156. A compoundaccording to claim 151, wherein R₅ and R₆ are hydrogen.
 157. A compoundaccording to claim 156, wherein n is 1 or
 2. 158. A compound comprisingFormula X:

wherein p is 0-10; Q is selected from the group consisting of CO, SO,SO₂, and C═NR₄; R₁ is selected from the group consisting of(C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₈₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group, sulfonylgroup and sulfinyl group, each substituted or unsubstituted; R₂ isselected from the group consisting of hydrogen, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; andeach R₈ is independently selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl, aryl,heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, cyano, nitro, hydroxy,alkoxy, carbonyl group, imine group, sulfonyl group and sulfinyl group,each substituted or unsubstituted.
 159. A compound according to claim158, wherein RI is selected from the group consisting of

wherein A is S, O, or NR₂₁; B is CR₂₀ or N; R₂₀ is independentlyselected from the group consisting of hydrogen, halo,perhalo(C₁₋₁₀)alkyl, amino, thio, cyano, CF₃, nitro, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy,alkoxy, aryloxy, heteroaryloxy, imino group, carbonyl group,aminosulfonyl, alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, sulfinylgroup; and R₂₁ is independently selected from the group consisting ofhydrogen, perhalo(C₁₋₁₀)alkyl, amino, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, imino group, carbonyl group, aminosulfonyl,alkylsulfonyl, arylsulfonyl, heteroarylsulfonyl, sulfinyl group.
 160. Acompound according to claim 158, wherein R₁ is selected from the groupconsisting of:

wherein t is 0, 1, 2, or 3; and each R₇ is independently selected fromthe group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted.
 161. A compoundaccording to claim 158, wherein RI is selected from the group consistingof:

wherein t is 0, 1, 2, or 3; and each R₇ is independently selected fromthe group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted.
 162. A compoundaccording to claim 158, wherein: Q is CO; and R₁ is selected from thegroup consisting of —(CH₂)-(2-cyano)phenyl; —(CH₂)-(3-cyano)phenyl;—(CH₂)-(2-hydroxy)phenyl; —(CH₂)-(3-hydroxy)phenyl;—(CH₂)-(2-alkenyl)phenyl; —(CH₂)-(3-alkenyl)phenyl;—(CH₂)-(2-alkynyl)phenyl; —(CH₂)-(3-alkynyl)phenyl;—(CH₂)-(2-methoxy)phenyl; —(CH₂)-(3-methoxy)phenyl;—(CH₂)-(2-nitro)phenyl; —(CH₂)-(3-nitro)phenyl;—(CH₂)-(2-carboxy)phenyl; —(CH₂)-(3-carboxy)phenyl;—(CH₂)-(2-carboxamido)phenyl; —(CH₂)-(3-carboxamido)phenyl;—(CH₂)-(2-sulfonamido)phenyl; —(CH₂)-(3-sulfonamido)phenyl;—(CH₂)-(2-tetrazolyl)phenyl; —(CH₂)-(3-tetrazolyl)phenyl;—(CH₂)-(2-aminomethyl)phenyl; —(CH₂)-(3-aminomethyl)phenyl;—(CH₂)-(2-hydroxymethyl)phenyl; —(CH₂)-(3-hydroxymethyl)phenyl;—(CH₂)-(2-phenyl)phenyl; —(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl;—(CH₂)-(3-halo)phenyl; —(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.163. A compound according to claim 158, wherein: Q is SO; and R₁ isselected from the group consisting of —(CH₂)-(2-cyano)phenyl;—(CH₂)-(3-cyano)phenyl; —(CH₂)-(2-hydroxy)phenyl;—(CH₂)-(3-hydroxy)phenyl; —(CH₂)-(2-alkenyl)phenyl;—(CH₂)-(3-alkenyl)phenyl; —(CH₂)-(2-alkynyl)phenyl;—(CH₂)-(3-alkynyl)phenyl; —(CH₂)-(2-methoxy)phenyl;—(CH₂)-(3-methoxy)phenyl; —(CH₂)-(2-nitro)phenyl;—(CH₂)-(3-nitro)phenyl; —(CH₂)-(2-carboxy)phenyl;—(CH₂)-(3-carboxy)phenyl; —(CH₂)-(2-carboxamido)phenyl;—(CH₂)-(3-carboxamido)phenyl; —(CH₂)-(2-sulfonamido)phenyl;—(CH₂)-(3-sulfonamido)phenyl; —(CH₂)-(2-tetrazolyl)phenyl;—(CH₂)-(3-tetrazolyl)phenyl; —(CH₂)-(2-aminomethyl)phenyl;—(CH₂)-(3-aminomethyl)phenyl; —(CH₂)-(2-hydroxymethyl)phenyl;—(CH₂)-(3-hydroxymethyl)phenyl; —(CH₂)-(2-phenyl)phenyl;—(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl; —(CH₂)-(3-halo)phenyl;—(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-(2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.164. A compound according to claim 158, wherein: Q is SO₂; and R₁ isselected from the group consisting of —(CH₂)-(2-cyano)phenyl;—(CH₂)-(3-cyano)phenyl; —(CH₂)-(2-hydroxy)phenyl;—(CH₂)-(3-hydroxy)phenyl; —(CH₂)-(2-alkenyl)phenyl;—(CH₂)-(3-alkenyl)phenyl; —(CH₂)-(2-alkynyl)phenyl;—(CH₂)-(3-alkynyl)phenyl; —(CH₂)-(2-methoxy)phenyl;—(CH₂)-(3-methoxy)phenyl; —(CH₂)-(2-nitro)phenyl;—(CH₂)-(3-nitro)phenyl; —(CH₂)-(2-carboxy)phenyl;—(CH₂)-(3-carboxy)phenyl; —(CH₂)-(2-carboxamido)phenyl;—(CH₂)-(3-carboxamido)phenyl; —(CH₂)-(2-sulfonamido)phenyl;—(CH₂)-(3-sulfonamido)phenyl; —(CH₂)-(2-tetrazolyl)phenyl;—(CH₂)-(3-tetrazolyl)phenyl; —(CH₂)-(2-aminomethyl)phenyl;—(CH₂)-(3-aminomethyl)phenyl; —(CH₂)-(2-hydroxymethyl)phenyl;—(CH₂)-(3-hydroxymethyl)phenyl; —(CH₂)-(2-phenyl)phenyl;—(CH₂)-(3-phenyl)phenyl; —(CH₂)-(2-halo)phenyl; —(CH₂)-(3-halo)phenyl;—(CH₂)-(2-CONH₂)phenyl; —(CH₂)-(3-CONH₂)phenyl;—(CH₂)-(2-CONH(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CONH(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-CO₂(C₁₋₇)alkyl)phenyl; —(CH₂)-(3-CO₂(C₁₋₇)alkyl)phenyl;—(CH₂)-(2-NH₂)phenyl; —(CH₂)-(3-NH₂)phenyl;—(CH₂)-(2-(C₃₋₇)alkyl)phenyl; —(CH₂)-(3-(C₃₋₇)alkyl)phenyl;—(CH₂)-2-(C₃₋₇)cycloalkyl)phenyl; —(CH₂)-(3-(C₃₋₇)cycloalkyl)phenyl;—(CH₂)-(2-aryl)phenyl; —(CH₂)-(3-aryl)phenyl;—(CH₂)-(2-heteroaryl)phenyl; —(CH₂)-(3-heteroaryl)phenyl;—(CH₂)-2-bromo-5-fluoro phenyl; —(CH₂)-2-chloro-5-fluoro phenyl;—(CH₂)-2-cyano-5-fluoro phenyl; —(CH₂)-2,5-dichloro phenyl;—(CH₂)-2,5-difluoro phenyl; —(CH₂)-2,5-dibromo phenyl;—(CH₂)-2-bromo-3,5-difluoro phenyl; —(CH₂)-2-chloro-3,5-difluoro phenyl;—(CH₂)-2,3,5-trifluoro phenyl; —(CH₂)-2,3,5,6-tetrafluorophenyl;—(CH₂)-2-bromo-3,5,6-trifluoro phenyl; —(CH₂)-2-chloro-3,5,6-trifluorophenyl; —(CH₂)-2-cyano-3,5-difluoro phenyl;—(CH₂)-2-cyano-3,5,6-trifluoro phenyl;—(CH₂)-(2-heterocycloalkyl)phenyl; and—(CH₂)-(3-heterocycloalkyl)phenyl, each substituted or unsubstituted.165. A compound comprising Formula XI:

wherein p is 0-10; Q is selected from the group consisting of CO, SO,SO₂, and C═NR₄; R₂ is selected from the group consisting of hydrogen,(C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; eachR₈ is independently selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl, aryl,heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, cyano, nitro, hydroxy,alkoxy, carbonyl group, imine group, sulfonyl group and sulfinyl group,each substituted or unsubstituted; L is a linker providing 0-6 atomseparation between X and the ring to which L is attached; and X isselected from the group consisting of (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl,imino (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted.166. A compound comprising Formula XII:

wherein n is 0, 1, 2, or 3; p is 0-10; Q is selected from the groupconsisting of CO, SO, SO₂, and C═NR₄; R₂ is selected from the groupconsisting of hydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl, hetero(C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl, aryl(C₁₋₁₀)alkyl,heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₅and R₆ are each independently selected from the group consisting ofhydrogen, a substituted or unsubstituted (C₁₋₁₀)alkyl, a substituted orunsubstituted (C₁₋₁₀)alkoxy, cyano, and halo, or where R₅ and R₆ aretaken together to form a ring; each R₈ is independently selected fromthe group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted; and X is selectedfrom the group consisting of (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl,(C₉₋₁₂)bicycloaryl, hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl,thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl,imino (C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted.167. A compound according to claim 166, wherein R₅ and R₆ are takentogether to form a ring.
 168. A compound according to claim 166, whereinat least one of R₅ and R₆ is a substituted or unsubstituted—(C₁₋₈)alkyleneR₁₇, wherein R₁₇ is selected from the group consisting of(C₃₋₁₂)cycloalkyl, hetero(C₄₋₁₂)cycloalkyl, (C₆₋₁₂)aryl,hetero(C₅₋₁₂)aryl, (C₉₋₁₂)bicycloalkyl, hetero(C₉₋₁₂)bicycloalkyl,(C₉₋₁₂)bicycloaryl and hetero(C₈₋₁₂)bicycloaryl, each substituted orunsubstituted.
 169. A compound according to claim 166, wherein at leastone of R₅ and R₆ is optionally substituted by one to three radicalsselected from the group consisting of (C₁₋₆)alkyl, cyano, halo, nitro,halo-substituted(C₁₋₆)alkyl, —NR₁₈R₁₈, —NR₁₈C(O)OR₁₈, —NR₁₈C(O)NR₁₈R₁₈,—NR₁₈C(NR₁₈)NR₁₈R₁₈, —OR₁₈, —SR₁₈, —C(O)OR₁₈, —C(O)NR₁₈R₁₈,—S(O)₂NR₁₈R₁₈, —P(O)(OR₁₈)OR₁₈, —OP(O)(OR₁₈)OR₁₈, —NR₁₈C(O)R₁₈,—S(O)R₁₈, —S(O)₂R₁₈, —(C₁₋₈)alkyleneC(O)R₁₈, —(C₁₋₈)alkyleneNR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)OR₁₈, —(C₁₋₈)alkyleneNR₁₈C(O)NR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(NR₁₈)NR₁₈R₁₈, —(C₁₋₈)alkyleneOR₁₈,—(C₁₋₈)alkyleneSR₁₈, —(C₁₋₈)alkyleneC(O)OR₁₈,—(C₁₋₈)alkyleneC(O)NR₁₈R₁₈, —(C₁₋₈)alkyleneS(O)₂NR₁₈R₁₈,—(C₁₋₈)alkyleneP(O)(OR₁₈)OR₁₈, —(C₁₋₈)alkyleneOP(O)(OR₁₈)OR₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)R₁₈, —(C₁₋₈)alkyleneS(O)R₁₈,—(C₁₋₈)alkyleneS(O)₂R₁₈ and —(C₁₋₈)alkyleneC(O)R₁₈ where each R₁₈substituent is independently selected from the group consisting ofhydrogen and a substituted or unsubstituted (C₁₋₈)alkyl.
 170. A compoundaccording to claim 166, wherein at least one of R₅ and R₆ is optionallysubstituted by one to three radicals selected from the group consistingof —NH₂, —NHC(NH)NH₂, —OH, —SH, —C(O)OH and —C(O)NH₂.
 171. A compoundaccording to claim 166, wherein R₅ and R₆ are hydrogen.
 172. A compoundaccording to claim 171, wherein n is 1 or
 2. 173. A compound comprisingFormula XIII:

wherein m is 0, 1, 2, 3, 4, or 5; n is 0, 1, 2, or 3; p is 0-10; Q isselected from the group consisting of CO, SO, SO₂, and C═NR₄; R₂ isselected from the group consisting of hydrogen, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₅and R₆ are each independently selected from the group consisting ofhydrogen, a substituted or unsubstituted (C 110)alkyl, a substituted orunsubstituted (C₁₋₁₀)alkoxy, cyano, and halo, or where R₅ and R₆ aretaken together to form a ring; each R₇ is independently selected fromthe group consisting of halo, perhalo(C₁₋₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted; and each R₈ isindependently selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl, aryl,heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, cyano, nitro, hydroxy,alkoxy, carbonyl group, imine group, sulfonyl group and sulfinyl group,each substituted or unsubstituted.
 174. A compound according to claim173, wherein R₅ and R₆ are taken together to form a ring.
 175. Acompound according to claim 173, wherein at least one of R₅ and R₆ is asubstituted or unsubstituted —(C₁₋₈)alkyleneR₁₇, wherein R₁₇ is selectedfrom the group consisting of (C₃₋₁₂)cycloalkyl, hetero(C₄₋₁₂)cycloalkyl,(C₆₋₁₂)aryl, hetero(C₅₋₁₂)aryl, (C₉₋₁₂)bicycloalkyl,hetero(C₉₋₁₂)bicycloalkyl, (C₉₋₁₂)bicycloaryl andhetero(C₈₋₁₂)bicycloaryl, each substituted or unsubstituted.
 176. Acompound according to claim 173, wherein at least one of R₅ and R₆ isoptionally substituted by one to three radicals selected from the groupconsisting of (C₁₋₆)alkyl, cyano, halo, nitro,halo-substituted(C₁₋₆)alkyl, —NR₁₈R₁₈, —NR₁₈C(O)OR₁₈, —NR₁₈C(O)NR₁₈R₁₈,—NR₁₈C(NR₁₈)NR₁₈R₁₈, —OR₁₈, —SR₁₈, —C(O)OR₁₈, —C(O)NR₁₈R₁₈,—S(O)₂NR₁₈R₁₈, —P(O)(OR₁₈)OR₁₈, —OP(O)(OR₁₈)OR₁₈, —NR₁₈C(O)R₁₈,—S(O)R₁₈, —S(O)₂R₁₈, —(C₁₋₈)alkyleneC(O)R₁₈, —(C₁₋₈)alkyleneNR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)OR₁₈, —(C₁₋₈)alkyleneNR₁₈C(O)NR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(NR₁₈)NR₁₈R₁₈, —(C₁₋₈)alkyleneOR₁₈,—(C₁₋₈)alkyleneSR₁₈, —(C₁₋₈)alkyleneC(O)OR₁₈,—(C₁₋₈)alkyleneC(O)NR₁₈R₁₈, —(C₁₋₈)alkyleneS(O)₂NR₁₈R₁₈,—(C₁₋₈)alkyleneP(O)(OR₁₈)OR₁₈, —(C₁₋₈)alkyleneOP(O)(OR₁₈)OR₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)R₁₈, —(C₁₋₈)alkyleneS(O)R₁₈,—(C₁₋₈)alkyleneS(O)₂R₁₈ and —(C₁₋₈)alkyleneC(O)R₁₈ where each R₁₈substituent is independently selected from the group consisting ofhydrogen and a substituted or unsubstituted (C₁₋₈)alkyl.
 177. A compoundaccording to claim 173, wherein at least one of R₅ and R₆ is optionallysubstituted by one to three radicals selected from the group consistingof —NH₂, —NHC(NH)NH₂, —OH, —SH, —C(O)OH and —C(O)NH₂.
 178. A compoundaccording to claim 173, wherein R₅ and R₆ are hydrogen.
 179. A compoundaccording to claim 178, wherein n is 1 or
 2. 180. A compound accordingto claim 173, wherein R₅ and R₆ are hydrogen and each R₇ isindependently selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl, aryl,heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, cyano, nitro, hydroxy,alkoxy, carbonyl group, imine group, sulfonyl group and sulfinyl group,each substituted or unsubstituted.
 181. A compound according to claim173, wherein R₅ and R₆ are hydrogen and two R₇ are taken together toform a substituted or unsubstituted fused or bridged ring.
 182. Acompound according to claim 173, wherein R₅ and R₆ are hydrogen, n is 1,and R₇ is 2-cyano.
 183. A compound according to claim 173, wherein: n is1, 2, or 3; R₅ and R₆ are hydrogen; and each R₇ is independentlyselected from the group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃,heteroaryl, aryloxy, heteroaryloxy, cyano, nitro, hydroxy, alkoxy,carbonyl group, imine group, sulfonyl group and sulfinyl group, eachsubstituted or unsubstituted.
 184. A compound according to claim 173,wherein R₅ and R₆ are hydrogen and R₇ is 2-cyano.
 185. A compoundaccording to claim 173, wherein two R₇ are taken together to form asubstituted or unsubstituted fused ring.
 186. A compound according toclaim 173, wherein two R₇ are taken together to form a substituted orunsubstituted bridged ring.
 187. A compound comprising one of FormulaeXIVa, XIVb, and XIVc:

wherein n is 0, 1, 2, or 3; p is 0-10; Q is selected from the groupconsisting of CO, SO, SO₂, and C═NR₄; each of T, U, V, W, and Y isindependently nitrogen or CR₁₆, provided that no more than two of T, U,V, W, and Y are nitrogen; R₂ is selected from the group consisting ofhydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₅and R₆ are each independently selected from the group consisting ofhydrogen, a substituted or unsubstituted (C₁₋₁₀)alkyl, a substituted orunsubstituted (C₁₋₁₀)alkoxy, cyano, and halo, or where R₅ and R₆ aretaken together to form a ring; each R₈ is independently selected fromthe group consisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl,alkenyl, alkynyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl,arylsulfonyl, heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl,heteroarylalkyl, cycloalkyl, heterocycloalkyl, amino, thio, cyano,nitro, hydroxy, alkoxy, carbonyl group, imine group, sulfonyl group andsulfinyl group, each substituted or unsubstituted; and each R₁₆ isindependently selected from the group consisting of halo,perhalo(C₁₋₁₀)alkyl, CF₃, (C₁₋₁₀)alkyl, alkenyl, alkynyl, aryl,heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, cyano, nitro, hydroxy,alkoxy, carbonyl group, imine group, sulfonyl group and sulfinyl group,each substituted or unsubstituted.
 188. A compound according to claim187, wherein R₅ and R₆ are taken together to form a ring.
 189. Acompound according to claim 187, wherein at least one of R₅ and R₆ is asubstituted or unsubstituted —(C₁₋₈)alkyleneR₁₇, wherein R₁₇ is selectedfrom the group consisting of (C₃₋₁₂)cycloalkyl, hetero(C₄₋₁₂)cycloalkyl,(C₆₋₁₂)aryl, hetero(C₅₋₁₂)aryl, (C₉₋₁₂)bicycloalkyl,hetero(C₉₋₁₂)bicycloalkyl, (C₉₋₁₂)bicycloaryl andhetero(C₈₋₁₂)bicycloaryl, each substituted or unsubstituted.
 190. Acompound according to claim 187, wherein at least one of R₅ and R₆ isoptionally substituted by one to three radicals selected from the groupconsisting of (C₁₋₆)alkyl, cyano, halo, nitro,halo-substituted(C₁₋₆)alkyl, —NR₁₈R₁₈, —NR₁₈C(O)OR₁₈, —NR₁₈C(O)NR₁₈R₁₈,—NR₁₈C(NR₁₈)NR₁₈R₁₈, —OR₁₈, —SR₁₈, —C(O)OR₁₈, —C(O)NR₁₈R₁₈,—S(O)₂NR₁₈R₁₈, —P(O)(OR₁₈)OR₁₈, —OP(O)(OR₁₈)OR₁₈, —NR₁₈C(O)R₁₈,—S(O)R₁₈, —S(O)₂R₁₈, —(C₁₋₈)alkyleneC(O)R₁₈, —(C₁₋₈)alkyleneNR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(O)OR₁₈, —(C₁₋₈)alkyleneNR₁₈C(O)NR₁₈R₁₈,—(C₁₋₈)alkyleneNR₁₈C(NR₁₈)NR₁₈R₁₈, —(C₁₋₈)alkyleneOR₁₈,—(C₁₋₈)alkyleneSR₁₈, —(C₁₋₈)alkyleneC(O)OR₁₈,—(C₁₋₈)alkyleneC(O)NR₁₈R₁₈, —(C₁₋₈)alkyleneS(O)₂NR₁₈R₁₈,—(C₁₋₈)alkyleneP(O)(OR₁₈)OR₁₈, —(C₁₋₈)alkyleneOP(O)(OR₁₈)OR₁₈,—(C₁₈)alkyleneNR₁₈C(O)R₁₈, —(C₁₋₈)alkyleneS(O)R₁₈,—(C₁₋₈)alkyleneS(O)₂R₁₈ and —(C₁₋₈)alkyleneC(O)R₁₈ where each R₁₈substituent is independently selected from the group consisting ofhydrogen and a substituted or unsubstituted (C₁₋₈)alkyl.
 191. A compoundaccording to claim 187, wherein at least one of R₅ and R₆ is optionallysubstituted by one to three radicals selected from the group consistingof —NH₂, —NHC(NH)NH₂, —OH, —SH, —C(O)OH and —C(O)NH₂.
 192. A compoundaccording to claim 187, wherein R₅ and R₆ are hydrogen.
 193. A compoundaccording to claim 192, wherein n is 1 or
 2. 194. A compound comprisingFormula XV:

wherein Q is selected from the group consisting of CO, SO, SO₂, andC═NR₄; M is a moiety providing 1-6 atom separation between R₁₉ and thering to which M is attached; R₂ is selected from the group consisting ofhydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, (C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,hetero(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted, with the proviso that R₂ isnot NH or N═CH; R₃ is selected from the group consisting of hydrogen,halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro, thio, (C₁₋₁₀)alkyl,(C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl, aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl, hetero(C₈₋₁₂)bicycloaryl, carbonyl(C₁₋₃)alkyl, thiocarbonyl (C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl(C₁₋₃)alkyl, imino (C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy,aryloxy, heteroaryloxy, alkenyl, alkynyl, carbonyl group, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted, orwhere R₂ and R₃ are taken together to form a ring; R₄ is selected fromthe group consisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl,heterocycloalkyl, aryl, heteroaryl, arylalkyl, heteroarylalkyl,bicycloaryl, heterobicycloaryl, each substituted or unsubstituted; R₁₉comprises a basic nitrogen atom that is capable of interacting with acarboxylic acid side chain of an active site residue of a protein; L isa linker providing 0-6 atom separation between X and the ring to which Lis attached; and X is selected from the group consisting of(C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₄₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, alkenyl, alkynyl, carbonyl group, cyano, imino group,sulfonyl group and sulfinyl group, each substituted or unsubstituted.195. A compound according to claim 194, wherein M provides 1-3 atomseparation between R₁₉ and the ring.
 196. A compound according to claim194, wherein M is selected from the group consisting of —CH₂—, —CH₂CH₂—,—CH₂CH₂CH₂—, —C(O)—, —CH₂C(O)—, —C(O)CH₂—, —CH₂—C(O)CH₂—, —C(O)CH₂CH₂—,—CH₂CH₂C(O)—, —O—, —OCH₂—, —CH₂O—, —CH₂OCH₂—, —OCH₂CH₂—, —CH₂CH₂O—,—N(CH₃)—, —NHCH₂—, —CH₂NH—, —CH₂NHCH₂—, —NHCH₂CH₂—, —CH₂CH₂NH—,—NH—C(O)—, —NCH₃—C(O)—, —C(O)NH—, —C(O)NCH₃—, —NHC(O)CH₂—, —C(O)NHCH₂—,—C(O)CH₂NH—, —CH₂NHC(O)—, —CH₂C(O)NH—, —NHCH₂C(O)—, —S—, —SCH₂—, —CH₂S—,—SCH₂CH₂—, —CH₂SCH₂—, —CH₂CH₂S—, —C(O)S—, —C(O)SCH₂—, —CH₂C(O)S—,—C(O)CH₂S—, and —CH₂SC(O)—, each unsubstituted or substituted.
 197. Acompound according to claim 194, wherein R₁₉ is selected from the groupconsisting of a primary, secondary or tertiary amine, a heterocycloalkylcomprising a nitrogen ring atom, and a heteroaryl comprising a nitrogenring atom.
 198. A compound according to claim 194, wherein the basicnitrogen of R₁₉ is separated from the ring atom to which M is attachedby between 1-5 atoms.
 199. A compound according to claim 194, whereinthe basic nitrogen of R₁₉ forms part of a primary, secondary, ortertiary amine.
 200. A compound according to claim 194, wherein R₁₉ isselected from the group consisting of a heterocycloalkyl comprising anitrogen ring atom or a heteroaryl comprising a nitrogen ring atom. 201.A compound according to claim 194, wherein -MR₁₉ is selected from thegroup consisting of:

wherein p is 0-12 and each R₈ is independently selected from the groupconsisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, hydroxy,alkyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, alkoxy, carbonyl group, iminogroup, sulfonyl group and sulfinyl group, each substituted orunsubstituted, with the proviso that at least one R₈ includes the basicnitrogen of R₁₉.
 202. A compound according to claim 201, wherein atleast one R₈ is a primary, secondary, or tertiary amine.
 203. A compoundaccording to claim 201, wherein at least one R₈ is a substituted orunsubstituted heterocycloalkyl comprising a nitrogen ring atom or asubstituted or unsubstituted heteroaryl comprising a nitrogen ring atom.204. A compound according to claim 201, wherein at least one R₈ isselected from the group consisting of —NH₂, —NH(C₁₋₅ alkyl), —N(C₁₋₅alkyl)₂, piperazine, imidazole, and pyridine.
 205. A compound accordingto claim 194, wherein -MR₁₉ is selected from the group consisting of:

wherein r is 0-13 and each R₈ is independently selected from the groupconsisting of halo, perhalo(C₁₋₁₀)alkyl, CF₃, cyano, nitro, hydroxy,alkyl, aryl, heteroaryl, aminosulfonyl, alkylsulfonyl, arylsulfonyl,heteroarylsulfonyl, aryloxy, heteroaryloxy, arylalkyl, heteroarylalkyl,cycloalkyl, heterocycloalkyl, amino, thio, alkoxy, carbonyl group, iminogroup, sulfonyl group and sulfinyl group, each substituted orunsubstituted, with the proviso that at least one R₈ includes the basicnitrogen of R₁₉.
 206. A compound according to claim 205, wherein atleast one R₈ is a primary, secondary, or tertiary amine.
 207. A compoundaccording to claim 205, wherein at least one R₈ is a substituted orunsubstituted heterocycloalkyl comprising a nitrogen ring atom or asubstituted or unsubstituted heteroaryl comprising a nitrogen ring atom.208. A compound according to claim 205, wherein at least one R₈ isselected from the group consisting of —NH₂, —NH(C₁₋₅ alkyl), —N(C₁₋₅alkyl)₂, piperazine, imidazole, and pyridine.
 209. A compound accordingto claim 194, wherein L provides 0-3 atom separation between X and thering.
 210. A compound according to claim 194, wherein L provides 0 or 1atom separation between X and the ring.
 211. A compound according toclaim 194, wherein X is selected from the group consisting of asubstituted or unsubstituted aryl or heteroaryl.
 212. A compoundcomprising Formula XVI:

wherein Q is selected from the group consisting of CO, SO, SO₂, andC═NR₄; Z′ is a leaving group; R₂ is selected from the group consistingof hydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl, hetero(C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl, aryl(C₁₋₁₀)alkyl,heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted; R₃ is selected from the groupconsisting of hydrogen, halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro,thio, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy, heteroaryloxy,alkenyl, alkynyl, carbonyl group, imino group, sulfonyl group andsulfinyl group, each substituted or unsubstituted, or where R₂ and R₃are taken together to form a ring; R₄ is selected from the groupconsisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl,aryl, heteroaryl, arylalkyl, heteroarylalkyl, bicycloaryl,heterobicycloaryl, each substituted or unsubstituted; L is a linkerproviding 0-6 atom separation between X and the ring to which L isattached; and X is selected from the group consisting of cycloalkyl,aryl, heteroaryl, heterocycloalkyl, arylalkyl, heteroarylalkyl,bicycloaryl, and heterobicycloaryl, each substituted or unsubstituted.213. A compound according to claim 212, wherein Z′ is selected from thegroup consisting of halo, nitro, azido, phenylsulfoxido, aryloxy,alkoxy, alkylsulfonate, and arylsulfonate.
 214. A compound according toclaim 212, wherein Z′ is selected from the group consisting of halo,thio, hydroxyl, p-tolylsulphonyloxy and methylsulphonyloxy.
 215. Acompound selected from the group consisting of:2-((4-chloro-6-oxo-1,6-dihydropyrimidin-5-yl)methyl)benzonitrile;2-((4-chloro-1-methyl-6-oxo-1,6-dihydropyrimidin-5-yl)methyl)benzonitrile;2-(4-chloro-1-methyl-6-oxo-2-phenyl-1,6-dihydropyrimidin-5-yloxy)benzonitrile;2-((4-chloro-1-methyl-6-oxo-2-phenyl-1,6-dihydropyrimidin-5-yl)methylamino)benzonitrile;2-((4-chloro-6-oxo-2-phenyl-1,6-dihydropyrimidin-5-yl)methyl)benzonitrile;2-((4-chloro-1-methyl-6-oxo-2-phenyl-1,6-dihydropyrimidin-5-yl)methyl)benzonitrile;2-((4-chloro-1-methyl-6-oxo-2-phenyl-1,6-dihydropyrimidin-5-yloxy)methyl)benzonitrile;and2-((4-chloro-1-methyl-6-oxo-1,6-dihydropyrimidin-5-yl)methylamino)benzonitrile.216. A compound comprising Formula XVII:

wherein Q is selected from the group consisting of CO, SO, SO₂, andC═NR₄; Z′ is a leaving group; R₂ is selected from the group consistingof hydrogen, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl,(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl, hetero(C₃₋₁₂)cycloalkyl,hetero(C₃₋₁₂)cycloalkyl(C₁₋₅)alkyl, aryl(C₁₋₁₀)alkyl,heteroaryl(C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,(C₉₋₁₂)bicycloaryl(C₁₋₅)alkyl, hetero(C₄₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl(C₁₋₅)alkyl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, amino, aryl, heteroaryl, hydroxy, alkoxy, aryloxy,heteroaryloxy, carbonyl group, imino group, sulfonyl group and sulfinylgroup, each substituted or unsubstituted; R₃ is selected from the groupconsisting of hydrogen, halo, perhalo(C₁₋₁₀)alkyl, amino, cyano, nitro,thio, (C₁₋₁₀)alkyl, (C₃₋₁₂)cycloalkyl, hetero(C₃₋₁₂)cycloalkyl,aryl(C₁₋₁₀)alkyl, heteroaryl (C₁₋₅)alkyl, (C₉₋₁₂)bicycloaryl,hetero(C₈₋₁₂)bicycloaryl, carbonyl (C₁₋₃)alkyl, thiocarbonyl(C₁₋₃)alkyl, sulfonyl (C₁₋₃)alkyl, sulfinyl (C₁₋₃)alkyl, imino(C₁₋₃)alkyl, aryl, heteroaryl, hydroxy, alkoxy, aryloxy, heteroaryloxy,alkenyl, alkynyl, carbonyl group, imino group, sulfonyl group andsulfinyl group, each substituted or unsubstituted, or where R₂ and R₃are taken together to form a ring; R₄ is selected from the groupconsisting of hydrogen, (C₁₋₁₀)alkyl, cycloalkyl, heterocycloalkyl,aryl, heteroaryl, arylalkyl, heteroarylalkyl, bicycloaryl,heterobicycloaryl, each substituted or unsubstituted.
 217. A compoundaccording to claim 216, wherein Z′ is selected from the group consistingof halo, nitro, azido, phenylsulfoxido, aryloxy, alkoxy, alkylsulfonate,and arylsulfonate.
 218. A compound according to claim 216, wherein Z′ isselected from the group consisting of halo, thio, hydroxyl,p-tolylsulphonyloxy and methylsulphonyloxy.
 219. A compound selectedfrom the group consisting of:4-chloro-1-methyl-6-oxo-2-phenyl-1,6-dihydropyrimidine-5-carbaldehyde;and 4-chloro-1-methyl-6-oxo-1,6-dihydropyrimidine-5-carbaldehyde.
 220. Acompound according to claim 1, wherein the compound is present in amixture of stereoisomers.
 221. A compound according to claim 1, whereinthe compound comprises a single stereoisomer.
 222. A pharmaceuticalcomposition comprising, as an active ingredient, a compound according toclaim
 1. 223. A pharmaceutical composition according to claim 218,wherein the composition is a solid formulation adapted for oraladministration.
 224. A pharmaceutical composition according to claim218, wherein the composition is a tablet.
 225. A pharmaceuticalcomposition according to claim 218, wherein the composition is a liquidformulation adapted for oral administration.
 226. A pharmaceuticalcomposition according to claim 218, wherein the composition is a liquidformulation adapted for parenteral administration.
 227. A pharmaceuticalcomposition comprising a compound according to claim 1, wherein thecomposition is adapted for administration by a route selected from thegroup consisting of orally, parenterally, intraperitoneally,intravenously, intraarterially, transdermally, sublingually,intramuscularly, rectally, transbuccally, intranasally, liposomally, viainhalation, vaginally, intraoccularly, via local delivery,subcutaneously, intraadiposally, intraarticularly, and intrathecally.228. A kit comprising: a compound according to claim 1; and instructionswhich comprise one or more forms of information selected from the groupconsisting of indicating a disease state for which the compound is to beadministered, storage information for the compound, dosing informationand instructions regarding how to administer the compound.
 229. A kitaccording to claim 224, wherein the kit comprises the compound in amultiple dose form.
 230. An article of manufacture comprising: acompound according to claim 1; and packaging materials.
 231. An articleof manufacture according to claim 226, wherein the packaging materialcomprises a container for housing the compound.
 232. An article ofmanufacture according to claim 227, wherein the container comprises alabel indicating one or more members of the group consisting of adisease state for which the compound is to be administered, storageinformation, dosing information and/or instructions regarding how toadminister the composition.
 233. An article of manufacture according toclaim 226, wherein the article of manufacture comprises the compound ina multiple dose form.
 234. A method of inhibiting DPP-IV comprising:contacting DPP-IV with a compound according to claim
 1. 235. A method ofinhibiting DPP-IV comprising: causing a compound according to claim 1 tobe present in a subject in order to inhibit DPP-IV in vivo.
 236. Amethod of inhibiting DPP-IV comprising: administering a first compoundto a subject that is converted in vivo to a second compound wherein thesecond compound inhibits DPP-IV in vivo, the second compound being acompound according to claim
 1. 237. A therapeutic method comprising:administering a compound according to claim 1 to a subject.
 238. Amethod of treating a disease state for which DPP-IV possesses activitythat contributes to the pathology and/or symptomology of the diseasestate, the method comprising causing a compound according to claim 1 tobe present in a subject in a therapeutically effective amount for thedisease state.
 239. A method according to claim 234, wherein the diseaseis type I or type II diabetes.
 240. A method of treating cancer in apatient in need thereof, comprising administering to said patient atherapeutically effective amount of a compound according to claim 1.241. The method according to claim 236, wherein the cancer treated iscolorectal, prostate, breast, thyroid, skin, lung, or head and neck.242. A method of treating autoimmune disorders in a patient in needthereof, comprising administering to said patient a therapeuticallyeffective amount of a compound according to claim
 1. 243. A methodaccording to claim 238, wherein the autoimmune disorder is selected fromthe group consisting of rheumatoid arthritis, psoriasis, and multiplesclerosis.
 244. A method of treating a condition characterized byinadequate lymphocyte or hemapoietic cell activation or concentration ina patient in need thereof, comprising administering to said patient atherapeutically effective amount of a compound according to claim 1.245. A method according to claim 240, wherein said condition is a sideeffect of chemotherapy or radiation therapy.
 246. A method according toclaim 240, wherein said condition is a result of kidney failure.
 247. Amethod according to claim 240, wherein said condition is a result of abone marrow disorder.
 248. A method of treating HIV infection in apatient in need thereof, comprising administering to said patient atherapeutically effective amount of a compound according to claim 1.249. A method of treating a condition characterized by immunodeficiencysymptoms in a patient in need thereof, comprising administering to saidpatient a therapeutically effective amount of a compound according toclaim 1.